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Marching towards merchantEuropean renewables march to the beat of a new drum
Issue 374 Spring 2019
IJGLOBAL AWARDS 2018
– WINNERS INSIDE
EUROPE Germany moves to cut coal
MIDDLE EAST & AFRICA MBR Solar Park’s first CSP
NORTH AMERICA Strong start to oil & gas
LATIN AMERICA Peru gets connected
ASIA PACIFIC Australia’s NSW Regional Rail
Project Finance & Infrastructure Journal
Issue 374 Spring 2019
1ijglobal.com Spring 2019
19 IJGlobal Awards 2018 – the dealsPro�ling all of the winning deals at this year’s IJGlobal Awards. Discover the transactions from all of the world which moved the market forward.
63 IJGlobal Awards 2018 – the companiesAll of the outstanding companies of this year’s instalment of the prestigious IJGlobal Awards, including the four global award winners leading the pack.
82 Walking on cooling coalsGermany moves to cut coal, sending ripples through the country’s energy sector. By Lyudmila Zlateva & Sophia Radeva.
15 Cover story
Marching towards merchantBanks may have to start accepting merchant risk in order to �nance the next generation of European renewables. By Jon Whiteaker.
Contents
Contents
2ijglobal.com Spring 2019
Editorial DirectorAngus Leslie Melville+44 20 7779 [email protected]
EditorJon Whiteaker+44 20 7779 [email protected]
Assistant EditorEleonor Lundblad+44 20 7779 [email protected]
Funds EditorViola Caon+44 20 7779 [email protected]
Americas EditorIla Patel+44 02 7779 [email protected]
Senior Reporter, AmericasJuliana Ennes+1 212 224 [email protected]
Senior Reporter, Asia PacificMia Tahara-Stubbs+65 8117 [email protected]
Senior Reporter, M&AAlexandra Dockreay+44 20 7779 [email protected]
Reporter, EnergyElliot Hayes+44 02 7779 [email protected]
Reporter, Funds and M&AArran Brown+44 20 7779 [email protected]
Reporter, MEAJames Hebert+44 20 7779 [email protected]
Reporter, Asia PacificDavid Doré+852 2912 [email protected]
Reporter, EuropeEliza Punshi+44 20 7779 [email protected]
Senior Marketing ManagerAndrew Rolland+44 20 7779 [email protected]
Data ManagerNikola Yankulov+359 2 492 [email protected]
Data Analysts: Sophia Radeva, Lyudmila Zlateva, Daniela Todorova, Katerina Ilieva, Miroslav Hadzhiyski, Aleksandar Arsov
Business Development Manager, EMEADoug Roberts+44 207 779 [email protected]
Business Development Manager, AmericasAlexander Siegel+1 212 224 [email protected]
Business Development Manager, AmericasNicolas Cano+1 212 224 [email protected]
Senior Business Development ManagerTim Willmott+44 20 7779 [email protected]
Head of Sales, AmericasSusan Feigenbaum+1 212 224 [email protected]
Head of Subscription SalesNicholas Davies+44 20 7779 [email protected]
Production ManagerSteve Ashenden
Managing DirectorStuart Allen+44 20 7779 [email protected]
CEO, Specialist Information DivisionJeffrey Davies
IJGlobalEuromoney Institutional Investor PLC8 Bouverie StreetLondon, UK EC4Y 8AX +44 20 7779 8870© Euromoney Institutional Investor PLC 2019
ISSN 2055-4842
DirectorsDavid Pritchard (Chairman), Andrew Rashbass (CEO), Wendy Pallot (CFO), Sir Patrick Sergeant, Andrew Ballingal, Tristan Hillgarth, Imogen Joss, Tim Collier, Kevin Beatty, Lorna Tilbian, Jan Babiak
3 From the editor
Briefings6 Funds8 M&A10 Capital Markets12 Policy & Regulations14 People
Europe82 Power struggle
Uncertainty around conventional generation in
Bulgaria could open the door for renewables.
83 Veja Mate offshore wind, GermanyNew shareholders in one of Germany’s largest
offshore wind farms.
Middle East & Africa86 You queue and wait
Kuwait has once again restructured its PPP agency to
kick-start stalled projects.
87 DEWA solar IV, UAEThe MBR Solar Park’s fourth phase is the �rst to
feature CSP technology.
North America90 Funding US wells, not walls
The �rst couple of months of 2019 saw substantial
deals for the oil & gas industry in North America.
91 Tłıcho All-Season Road, CanadaThis P3 project uniquely features First Nations
involvement.
Latin America94 Get connected
Peru turns to project �nancing – and private
investors – to build out its �bre optic network.
95 Autopista al Mar 1, ColombiaThe largest of the 4G road projects sets a new
benchmark for Colombian deals.
Asia Pacific98 Acquisition of Glow Energy, Thailand
Global Power Synergy had to forgo Glow Energy’s
trophy asset to �nally push through its deal with Engie.
99 NSW Regional Rail, AustraliaIts innovative debt structure makes this deal a
path�nder PPP in the Australian infrastructure market.
FROM THE EDITOR
3ijglobal.com Spring 2019
Athletes are keen on the tired sporting cliché of “taking one
game at a time”. As unedifying and uninspiring as this comment
is when spouted post-game by a player seemingly incapable of
original thought, you should grudgingly acknowledge that there
is logic behind it.
We know from our own experience that it helps to stay
focused on the task at hand. To not be deterred by a longer
series of tasks which subsequently need to be completed. Anyone
attempting a long-distance run knows that thinking too much
about the total distance can make your heart sink and your legs
heavy. Better to concentrate on one mile at a time.
This strategy for not being overwhelmed by a terrifyingly
daunting target came to my mind during IJGlobal’s recent
European renewable energy conference. Nestled in the picturesque
English countryside, delegates were fed a sobering state of play.
Some research, including that of the Global Carbon Project
initiative launched at the UN climate summit in Katowice, suggests
carbon emissions are rising not falling globally. This despite
tremendous investments in renewables energy over the last decade.
Various doom-inspiring statistics were bandied around at
the event. One panellist claimed the required capital investment for
keeping global average temperatures rising less than 2%, the target
of the Paris climate agreement, was the equivalent of �nancing the
$6 billion Hornsea II offshore wind project every day of the year.
Despite renewable energy capacity growing at an
exponential rate, power generated from renewables, even in
developed countries, is still less than thermal power.
And political risks are rising. Dieter Helm, a professor at
Oxford University who has written research papers for the UK
government, told conference attendees that no renewables are ever
fully subsidy free.
He argued that if power prices climb higher while the costs
of renewables development continue to fall, power supply will
become an even more political issue. Once renewables take the
energy market to zero marginal costs, it will be left to government
to decide who shoulders the remaining system costs connected to
power supply.
There is no easy answer to that. He notes that none of
the populist leaders to emerge around the work in recent years
support investment in renewables.
Meanwhile the demand for electricity is only set to rise, as
emergent technologies such as electric vehicles and AI, as well as a
move away from fossil fuel generated heat systems, will massively
increase the demand for electricity.
The countries with the highest carbon emission levels
also tend to be the fastest growing economically, with all the
implication for energy demand that implies. A number of
delegates acknowledged that the impact of policies and projects in
Europe is relatively small. What happens in China, India and Sub-
Saharan Africa will ultimately decide global temperatures.
Clearly there are enough bad headlines there to tempt someone
to lose hope but instead I came away from the conference inspired.
No matter what challenge there is facing the fast-changing
European renewables market, there were several delegates on
hand to suggest varying solutions.
The investors, fund managers and developers in the room
were well-aware of the formidable challenge at hand, but like a
long-distance runner they know that you have to stay focused on
the next mile.
The UK government may not be ready or willing to
implement the type of wholesale change Helm recommends. But
a representative from the Department of Business, Energy and
Industrial Strategy convincingly reassured delegates that it is
listening, and that a whitepaper due in July will contain details
on how it plans to address issues around managing the grid and
delivering new generation capacity.
Most agree that its CfD auctions have been a success and
should continue.
There was a consensus view on the inevitability of a
growing number of renewables assets in Europe needed to be
funded on a merchant basis. The structures needed to make
this happen are still up for debate but there is no shortage of
innovative structures being suggested.
Asset optimisation, through repowering or life extension, is
a growing challenge for the market, but assets owners seem willing
to accept that more carrot and less stick may be needed with O&M
providers when assessing how best to share these risks.
What struck me most from attendees was a widespread
willingness to be �exible to �nd solutions to problems.
The ultimate destination seems very far away right now
but that is not stopping those involved in renewables investment
making sure we get through the next few miles.
A formidable challenge
Despite the challenges facing European renewables, there is a willingness among market participants to be part of the solution.
Jon Whiteaker Editor
FUNDS
6ijglobal.com Spring 2019
BriefingsFUNDS
More funds news at ijglobal.com
BlackRock prepares new fundBlackRock is in a pre-marketing phase for
its latest fund.
IJGlobal has learnt that BlackRock
is in pre-marketing for its third global
renewable power fund which will target
assets in the US, Europe, Asia Paci�c and
Latin America.
The new fund will have a target of
$2.65 billion and the investment primary
term will be for 12 years. The fund is
targeting a return of 12%. It should have
a 65:35 split between green�eld assets and
operational assets.
The diversi�ed fund will target 80%
traditional renewable energy assets, while
the remaining 20% will be dedicated to
renewable infrastructure such as battery
storage and EV charging.
Prime Capital maiden fund plans Q3 first closeThe maiden infrastructure fund of
German alternative asset manager Prime
Capital plans to reach a �rst close in Q3,
according to a source.
Prime Green Energy Infrastructure
Fund aims to have raised €300 million
($336 million) at its �rst close in
September, with commitments from
between three and �ve investors.
Thereafter, a second close could
come in March 2020, with a �nal close
between June and September 2020.
Investors are being offered a return of
between 8% and 10%.
The €500 million fund expects to
make seven to 12 investments in total.
It has secured exclusivity over its seed
portfolio comprising two Norwegian
projects and one Swedish.
Ardian reaches final close for Fund VFrench fund manager Ardian has held a
�nal close at €6.1 billion ($6.92 billion)
for Ardian Infrastructure Fund V, which is
the largest Europe-focused infrastructure
fund raised to date.
The fundraise attracted commitments
from 125 investors, from Europe, North
America, Asia and the Middle East. Former
investors re-upping their commitment
accounted for 70% of LPs, while 30% of
the LPs are new clients of Ardian.
Fund V will have a split
investment mandate of 80% allocated
to equity in operational assets and
the remainder allocated to equity in
green�eld development. The fund will
be especially interested in energy (gas,
electricity, renewables) and transportation
opportunities, as well as investing in other
public infrastructure assets including
health and environmental.
EQT IV fund holds €9bn final closeEQT has reached �nal close on its fourth
infrastructure vehicle at the €9 billion
($10.1 billion) hard cap, making it the
largest infrastructure fund so far.
The unlisted vehicle has a mandate
to invest in a number of geographies, but
will focus on operational assets in Europe
and North America – though investment
opportunities in Asia Paci�c will also be
considered – across energy, environmental
and social infrastructure, logistics,
telecoms and transport.
Ticket size will be between €100
million and €600 million, but has the
�exibility to consider larger opportunities
should they arise. Meanwhile, EQT is
planning an expansion in continental
Europe with the opening of two new
of�ces in France and Italy. EQT received
enough interest to have exceeded its hard
cap, but ultimately chose not to raise
the fund size in favour of raising a fund
consistent with what it sees as deal-
availability in the market.
Meridiam’s reopened Africa fund closes at €546m
Paris-headquartered investment �rm
Meridiam has closed its Africa fund at
€546 million ($614 million), having
reopened the vehicle in November (2018).
The reopened Meridiam Infrastructure
Africa Fund (MIAF) exceeded the €510
million target, dwar�ng its €207 million
�nal close in 2016.
MIAF’s initial commitment was fully
invested two years before the end of its
investment period, prompting Meridiam to
reopen the fund to allow MIAF to pursue
follow-on investment opportunities, further
diversify the portfolio, gain exposure to
larger assets, and bene�t from economies of
scale on �xed costs.
MIAF held �rst close in May 2015
with €150 million in commitments, and
reached a €207 million �nal close in July
2016. MAIF is now €350 million invested
with funds anticipated to be committed
in 2021.
First close for Marubeni-Mizuho-AM One fundThe specialist equity investment fund set
up by Marubeni, Mizuho Bank and Asset
Management One in Japan has reached
�rst close.
The fund, MM Capital Infrastructure
Fund I, raised ¥20 billion ($180 million)
Mizuho said it plans to reach out to
a number of investors over the next year
to take it to �nal close.
MM Capital Infrastructure Fund
I is targeting ¥50 billion, for equity
investments in operational assets in the
transportation and energy sectors.
The assets will be generating
steady cash �ows abroad, particularly
in OECD countries.
The fund is managed by MM
Capital Partners Company which is owned
by Marubeni (90%), Mizuho (5%) and
Asset Management One (5%).
M&A
8ijglobal.com Spring 2019
Latest German offshore wind sale launchesNorway’s Equinor is looking to sell its 50%
interest in the 385MW Arkona offshore
wind farm in the German Baltic Sea.
E.ON is the other shareholder in
the asset. The project entered commercial
operations in October 2018 and bene�ts
from a four-year PPA with ENGIE which
will buy the electricity on the German
day-ahead and intra-day market. Located
35km north east of Rugen Island, the
wind farm features 60x Siemens Gamesa
6.45MW turbines.
The Arkona sale process will be one
in a string of recent M&A transactions for
German offshore wind.
Highland Group and Copenhagen
Infrastructure Partners sold 80% of Veja
Mate in February (2019) to Commerz
Real, Ingka Group, Wpd Invest and KGAL
Group for around €600 million ($676
million). Meanwhile, the sale process for
Bard 1 has launched, GIP is in the process
of selling its 50% stake in Gode 1 and the
shareholders of Merkur Offshore Wind
are also seeking to sell their interests.
LS Power launches US CCGT sell-offLS Power has hired Barclays and Goldman
Sachs to run the auction of a pair of
operational, contracted combined-cycle
gas turbine (CCGT) plants in the US.
A teaser for the sale of the 516MW
Carville Energy Center near Baton Rouge,
Louisiana, and 1,127MW Oneta Energy
Center near Tulsa, Oklahoma, was issued
to market in March 2018.
The assets could be sold separately,
a source has said, as the plants were
individually project �nanced. Both CCGT
plants entered operations in 2003 and
feature General Electric 7FA turbines.
Carville has multiple offtakers,
including a utility and a steam customer,
under PPAs expiring in 2032. Most of
Carville’s output is contracted with Entergy
under a 485MW agreement signed in 2011.
Oneta’s offtakers, meanwhile, include a
utility, a municipality and two electric co-
operatives with contracts expiring in 2042.
IFM, PSA and Polish state fund sign DCT Gdansk purchaseA consortium of IFM Investors, Singapore-
based port operator PSA International and
state-owned Polish Development Fund
(PFR) signed a contract in March (2019)
to buy 100% of DCT Gdansk in Poland.
The sellers are Macquarie (64%) and three
Australian superannuation funds (36%).
The buyers valued DCT Gdansk
at between Z5 billion ($1.31 billion) and
Z6 billion. The 2018 EBITDA for DCT
Gdansk was €73.7 million ($83.3 million),
implying a multiple of between 16x and
19x EBITDA. The new owners are due to
re�nance the company’s €130 million debt
as part of the acquisition.
DCT Gdansk’ sale process
launched in Q3 2018, drawing interest
from bidders also including DP World,
Infracapital and QIC.
Japanese consortium invests in Taiwan offshore windGerman developer Wpd has selected a
Japanese consortium as preferred bidder in
the auction of a minority shareholding in
its Yunlin offshore wind farm in Taiwan.
The consortium will buy a collective
27% shareholding, after Wpd put up to
49% on sale. The buyers, led by Sojitz
Corporation, are Chugoku Electric Power
Company, Chudenko Corporation,
Shikoku Electric Power Company and
JXTG Nippon Oil & Energy Corporation.
Other bidders in the auction included
Japanese trading house Itochu Corporation
and Canadian pension fund CDPQ.
The sponsor is close to �nalising the
debt package for Yunlin, having run the
debt and equity processes concurrently.
A local and international bank club is in
place, with close to 20 lenders providing
around NT$80 billion ($2.6 billion) debt.
Ardian exits Indigo Group as it breaks into ChinaFrench fund manager Ardian has exited
its 49.2% shareholding in car parking and
mobility company Indigo Group, having
invested alongside Predica in May 2014.
The buyers are another French
fund manager Mirova, through the Core
Infrastructure Fund II, and German
insurance asset manager MEAG.
Ardian and Predica expanded
Indigo’s business into the Americas,
and then in March (2019) agreed to set
up a €30 million ($33.9 million) joint
venture platform with Chinese parking
management company Sunsea Parking, after
a competitive process to �nd a local partner.
Ardian and Predica ran an auction
back in 2017 to both exit Indigo, though
after �nding a Chinese buyer Shougang
the deal collapsed.
Marubeni exits Saudi power and water plantACWA Power has acquired Marubeni’s
shareholding in the captive power and
water plant that services the Rabigh re�nery
and petrochemicals facility in Saudi Arabia.
Marubeni has sold its 30% stake
in Rabigh Arabian Water & Electricity
Company (RAWEC), which owns the
plant, and its 34% stake in the O&M
company Rabigh Power Company (RPC).
ACWA Power now has a roughly 74%
stake in RAWEC, and an 85% stake in
RPC through its subsidiary NOMAC.
Additional shareholder JGC Corp
retains a 25% stake in RAWEC and a
15% in RPC.
The deal closed on 13 March
(2019), after ACWA Power exercised pre-
emption rights in May 2018.
BriefingsM&A
More M&A news at ijglobal.com
CAPITAL MARKETS
10ijglobal.com Spring 2019
Vinci issues Gatwick bondVinci has issued an £800 million ($1.04
billion) bond on behalf of Vinci Airports
to fund the purchase of a 50.01%
shareholding in London Gatwick Airport
it acquired at the end of last year.
The bond is arranged in two £400
million tranches, one maturing in March
2027 at an annual coupon of 2.25% and
one maturing in September 2034 at an
annual coupon of 2.75%.
The issue was 3x oversubscribed.
BNP Paribas, HSBC, NatWest Markets
and RBC Capital Markets were joint
bookrunners.
Vinci Airports acquired the majority
stake at the end of December 2018 in a
deal valued at £2.9 billion.
KKR’s Altice telecoms towers debt syndicatedFour underwriter banks – BNP Paribas,
Crédit Agricole CIB, DNB Bank and
Natixis – completed the syndication of
the €770 million ($872 million) senior
credit facilities backing KKR’s acquisition
of a stake in Altice’s French telecoms
towers business.
The syndication was oversubscribed
with the following MLAs joining the deal:
Allied Irish Banks, Deutsche Bank, E.SUN
Commercial Bank, Edmond de Rothschild
AM’s BRIDGE funds, Generali Global
Infrastructure, Lloyds Bank, MUFG Bank,
Raiffeisen Bank International and Schroders.
The debt facilities comprise a €470
million acquisition facility to fund part
of the deal along with a €300 million
revolving credit facility to fund new
telecoms business Hivory’s growth.
KKR and Altice formed Hivory in
December 2018. It is the largest independent
telecoms tower company in France, and
third largest in France, with a portfolio of
over 10,000 of Altice’s French towers.
Altice agreed a sale of 49.99% of
SFR TowerCo, the holding company for
Altice’s French telecoms tower portfolio,
to KKR in June 2018. The deal had a
value of roughly €1.8 billion, which
represented 18x the 2017 EBITDA.
GHIAL prices bond for Hyderabad airport expansionGMR Hyderabad International Airport
(GHIAL) has priced a �ve-year senior
secured issuance of $300 million in the
international bond market at a coupon of
5.375%, to �nance the expansion of the
airport in Hyderabad.
The pricing took place on 3 April
(2019), after the bond launched the
week before.
GHIAL is a special purpose vehicle
for the design, �nancing, construction,
operation and maintenance of the Rajiv
Gandhi International Airport (RGIA).
The company will use the proceeds
toward capital expenditure on the master
plan for expanding RGIA. The expansion
will increase the airport’s capacity to 34
million passengers per year.
Mexico agrees to partially repay NAIM investorsThe Mexico City Airport Group (GACM)
and bondholders have reached an
agreement to liquidate bonds previously
issued to �nance the Nuevo Aeropuerto
Internacional de México (NAIM).
Under the agreement, GACM will
pay around Ps34 billion ($1.77 billion).
The payment does not cover the
entire debt of the project. The airport, which
was cancelled after construction reached
around 30%, had a total estimated cost of
$13.3 billion. The project had issued $6
billion in bonds to �nance the construction.
According to the minister of
communications and transport, Javier
Jimenez Espriu, the government will repay
$200 million yearly from the remaining
debt of $4.2 billion.
It is understood that this agreement
was reached so that GACM and the
Mexican government save pension fund
investments which provided a large part of
the bond �nancing for the airport.
Kenya to reissue mobile-based infra bondKenya’s National Treasury was due to
reissue the mobile-based infrastructure
bond M-Akiba in March (2019), after
the bond failed to meet its Sh1 billion
($10 million) target in 2017.
The new bond target is now pegged
at Sh250 million. The maturity is three years
with a �xed 10% interest rate. Proceeds
from the sale will support infrastructure
projects in the East African state.
Kenya’s government had looked to
raise Sh5 billion through M-Akiba, but
underperformed after �rst issue in June
2017 – Sh247.47 million – fell 75% short
of its target.
Airport Authority Hong Kong prices bonds for 3RSAirport Authority Hong Kong (AAHK)
has priced an offering of bonds due 2029
at 78bp above 10-year US Treasuries,
with proceeds going towards the
HK$141.5 billion ($18 billion) Three-
Runway System (3RS) project and
general corporate matters.
The $500 million, 3.45% bond sale
ended a hiatus of more than 15 years from
the dollar bond market for government-
backed AAHK – operator of Hong Kong
International Airport (HKIA).
Advisers to AAHK on the issue
included HSBC and Citigroup as joint lead
managers, and Linklaters.
HSBC and Citigroup guided the Reg
S bond at 105bp. However, strong demand
allowed them to settle on a price of 78bp.
The $3.6 billion �nal order book
had more than 160 accounts split among
investors from Asia (around 91%) and
Europe, Middle East and Africa.
BriefingsCAPITAL MARKETS
More capital markets news at ijglobal.com
12ijglobal.com Spring 2019
POLICY & REGULATION
Trump signs executive orders for energy infraUS president Donald Trump has signed two
executive orders speeding up the process for
energy infrastructure deals in the US and
making it harder for states to block projects
due to environmental concerns.
US secretary of energy Rick Perry
said that Trump took “sweeping action”
to ensure the US reaches it’s full “energy
potential and has the ability to deliver our
historic energy supply both around the
nation and the world.”
According to the president, the
executive orders will: “implement a
comprehensive whole-of-government
approach to streamline the development
of necessary energy infrastructure projects,
and reduce existing barriers to achieving
that goal.”
The Department of Energy will
be required to submit a report to the
president on the impact of limiting the
export of coal, oil, natural gas, and other
domestic energy resources through the
west coast of the US.
The second executive order calls for
streamlining the process for cross-border
international energy infrastructure projects.
Trump recently expressed his support
for TransCanada’s Keystone XL pipeline
project by issuing a new Presidential Permit
at the end of March (2019). The project
was halted in November 2018 after a US
judge in Montana blocked the project
on the grounds that a full environmental
analysis had not been completed.
Estonia halts offshore wind projectThe Estonian government has decided
not to proceed with an application for
a 600MW offshore wind farm, citing a
potential threat to national security.
A government spokesperson said
that the building permit �led by developer
Saare Wind Energy was refused on the basis
that, should it be granted, the applicant
may pose a risk to public order, social and
national security. The Ministry of Justice is
leading the challenge for the administration.
Saare Wind Energy has been working
on a plan to build an offshore wind farm
of 100x 6MW turbines off the island of
Saaremaa since 2015. Capex on the wind
farm is €1.7 billion ($1.91 billion).
The developer last sent a request
to the government at the end of 2017 for
the latter to make a decision regarding the
initiation of a building permit procedure.
The plan was for the wind farm
to have an annual output capacity of
2,800GWh, around 30.9% of Estonia’s
total electricity output in 2015.
Colombia rethinks power auctionsThe Colombian government has been
studying the possibility of making
participation in the long-term power
auction mandatory for the demand side.
The country’s �rst long-term
renewable power procurement process
ended earlier this year in February (2019)
and did not go to plan. No projects were
awarded, though it did attract interest
from international and local players.
The main problem according to
sources was a lack of interest from the
demand side. The government is currently
planning a new auction for either Q2 or
Q3 2019, with adjusted rules.
Among lessons learned from
the failed auction was the need for a
mechanism to create enough incentive
for the demand side to participate more
actively, or to including mandatory
participation in the auction.
Mandatory participation would
reduce the exposure of the demand side to
price volatility on the free market.
The Colombian government is also
looking over the possibility of creating
a guarantee scheme for the contracts
and launching an agenda for two power
auctions per year over the next two years.
Finland supports onshore windIn late March, the Finnish Energy Authority
awarded subsidies to support seven projects
in its �rst technology-neutral tender.
A total of 26 bids were received by
the authority – all for onshore wind – but
19 were rejected.
Average price for successful bids
was €2.49 ($2.81) per MWh. The lowest
accepted bid was for €1.27 per MWh
while the highest was €3.97 per MWh.
The price of accepted bids weighted
according to the yearly production of the
capacity on offer, was €2.58 per MWh
Meanwhile, the average price of the
declined bids was €8.52 per MWh. The
auction was open to projects generating
electricity from wind, solar, wave power,
biomass and biogas. The maximum annual
electricity generation for tenders was
1.4TWh. The combined annual production
of the accepted projects was 1.36TWh.
All awarded projects will receive a
premium based on its respective tender. A
full premium is paid when the average of
the three-month market price of electricity
is equal to or lower that the reference
price of €30 per MWh. If the market
exceeds the reference price, a sliding scale
will be used. No aid will be paid if the
market price is higher than the sum of the
reference price and the approved premium.
The subsidy will be paid for a period
of 12 years. This period will begin no later
than three years from the date on which the
approval decision was given. The maximum
annual cost incurred by the state from the
premium scheme total €3.5 million. This
is less than 5% of the costs incurred to
the state from the FiT system for the same
annual electricity production.
BriefingsPOLICY & REGULATION
More policy & regulation news at ijglobal.com
PEOPLE
14ijglobal.com Spring 2019
BanksFormer Natixis managing director Ranjan
Moulik has started a new role as MD
and head of �nancing at energy M&A
specialist IKAV. He started this new role
in March and will continue to be based
out of Paris, but will now focus his efforts
on equity opportunities in the renewable
energy space. Moulik stepped down from
his position as global head of power and
renewables at Natixis in late February,
having led the project �nance business for
nearly six years in Paris.
National Australia Bank has hired Barry
Dale at a director-level position in London.
Dale most recently served as energy and
infrastructure director at Scotiabank.
Also joining the swelling ranks at NAB’s
London of�ce is Camélia Chenaf, who
comes from SMBC where she has worked
since the summer of 2013, rising to vice-
president level in the Japanese bank’s
project and acquisition �nance team with
a primary focus on transport.
Canada Infrastructure Bank has hired
Sara Alvarado as head of risk, based in
Toronto. Alvarado has over 28 years
banking experience, and until last year
(2018) was a senior of�cer, infrastructure
new products and special transaction at
the EIB. She focused on the investment
plan for Europe to catalyse private sector
�nancing in policy priority sectors.
AdvisersSharlene Hay has joined BTY Group
as a director in its PPP advisory team
in London. Hay has over 10 years’
experience as an engineering and
infrastructure adviser. She joins from
Infrata where she was worked in the role
of principal consultant for over four years.
Clifford Chance
has appointed Toby
Parkinson as partner
in its infrastructure
division in London.
Parkinson returns
to the magic circle �rm from OMERS
Infrastructure, where he worked as
director of legal for three years and
provided legal advice to the transaction
teams in London. Parkinson �rst joined
Clifford Chance in 2006, where he worked
in the �rm’s infrastructure and private
equity team for 10 years.
Crowell & Moring
has appointed Robin
Baillie as a partner in
its energy practice in
London. Baillie joins
from Squire Patton
Boggs, where he headed its infrastructure
practice in the UK and Europe for over
four years. He has more than 20 years’
experience advising on energy and
infrastructure projects globally, with a
focus on the UK and North America.
Sponsors Dougie Sutherland
has stepped down
from Interserve’s
board of directors
following a dispute
with the group’s
shareholders over its rescue plan, which
was eventually rejected at another
shareholders’ meeting, causing Interserve
to go under administration. Sutherland
remains managing director of Interserve’s
developments division. He has been with
Interserve for over 12 years, having played
an important role in the Fit for Growth
business transformation programme.
UK �bre-to-the-premises network operator
Gigaclear has appointed Gareth Williams
as its chief executive. Williams, who
joins Gigaclear from Interoute, replaces
Matthew Hare who the company had
been trying to replace since last summer
following its acquisition by M&G
Prudential›s infrastructure investment
manager Infracapital, and after struggling
to deliver a number of new broadband
contracts under Hare’s watch.
Asset ManagersBrooks Kaufman has left IFM Investors
after spending nearly a decade with the
�rm, most recently as an investment
director of infrastructure based in New
York. Before joining IFM Investors in 2010,
Kaufman served on the board of directors
for the Duquesne Light for almost seven
years.
Meanwhile, IFM Investors has
appointed Lucie Mixeras as a director in
London. She joins from Crédit Agricole
where she was at vice-president level and
had worked for almost eight years. In her
new role, Mixeras will report into David
Cooper on the infra debt team.
Green Investment Group (GIG) managing
director Bill Rogers has resigned from
his role as head of distributed energy
and onshore wind, and is understood to
be on the verge of joining a Canadian
pension fund investor. Meanwhile,
Richard Braakenburg, who was senior
vice-president for distributed energy
and onshore renewables at GIG, has
also stepped down from his position
at the Macquarie-owned platform to
take on the role of CFO at Pivot Power
– an energy storage and electric vehicle
charging specialist.
Rogers spent more than six years at
GIG, having joined from Hudson Clean
Energy where he was managing director.
Braakenburg also spent a little more than
six years at GIG, having joined from the
UK Department of Energy and Climate
Change (DECC) where he was a senior
banking and �nance analyst.
BriefingsPEOPLE
More people news at ijglobal.com
15ijglobal.com Spring 2019
Given the slow growth of the corporate PPA market, some argue banks will have to start
accepting merchant risk in order to finance the next generation of
European renewables. By Jon Whiteaker.
Marching towards merchant
EUROPEAN POWER
16ijglobal.com Spring 2019
EUROPEAN POWER EUROPEAN POWER
Fundamental changes to the
European power market mean it is
marching in a new direction, though
arrival time (and ultimate destination) are
far from certain.
Unlike in North America, European
project �nance banks have not had to get
comfortable with full merchant risk for
conventional power, largely due to a lack of
new-build projects. Meanwhile renewable
energy assets the world over have until
recently been protected from variable
power prices by generous subsidies.
However, with governments
withdrawing subsidies for renewables and
a huge backlog of wind and solar plants
to be developed over the next decade, we
are going to see a profound change in how
European renewables are funded.
Countless con�dent market reports
and panellists at industry events have
been keen to promote corporate PPAs
as the solution to �nancing projects
in a post-subsidy world. Scepticism is
growing though.
In Chandra’s telling, most corporate
entities “do not have the incentive to
contract power over the long-term,
especially when you are in an environment
where prices are going to fall.”
The corporate PPA market has
certainly been growing in Europe, as it has
elsewhere, but Chandra is not the only one
to note a limit to corporate appetite.
“Clearly there’s a requirement for
more contracts. There is more demand
from generators for quality PPAs than
there are contracts available,” says Ricardo
Piñeiro, partner at Foresight Group.
New forms of state support or
regulation could provide extra comfort for
lenders and investors though there is little
certainty what this support would look
like even if it does emerge.
Which is why many now think
banks will have to start accepting
merchant risk on renewable power
transactions in Europe.
Anything but fully merchant“There is still a big resistance
from banks to do fully merchant
transactions,” according to Alejandro
Ciruelos, managing director, project &
infrastructure �nance at Santander.
He argues that lenders will only
accept some merchant risk if there is a
level of contracted revenue for the project
to anchor a debt �nancing off.
But will enough offtake agreements
emerge to meet demand?
Though the volume of corporate
PPAs is still low, some remain con�dent
that these contracts will provide the main
solution to the funding challenge.
“There is a lot of appetite from
corporates to enter into PPAs, not
least because they can use it towards
their sustainability goals,” said Sophie
Dingenham, corporate & projects partner
at law �rm Bird & Bird.
Dingenham says that many small
and medium sized companies are now
looking at longer-term power contracts
and she is con�dent “corporate PPAs can
support a large chunk of the renewable
energy generation in the coming years”.
Research from Bird & Bird shows
that corporate PPAs accounted for 7.2GW
of power purchased from generators
between January and July 2018, across 28
different markets globally. This is up from
just 5.4GW for the whole of 2017.
Bird & Bird estimates that 80% of
these corporate PPA deals were signed in
the US or in Nordic countries, however,
with activity in the rest of the world thin
on the ground.
Though there is interest on
the corporate side, there are no
standardised solutions and it is a slow
process for counterparties to fully
understand their obligations.
As Foresight’s Piñeiro says: “By
being available to discuss it doesn’t mean
corporates are prepared to sit down and
negotiate a contract”. He also notes that
there have actually been very few corporate
PPAs signed in most European markets.
Though sleeved and private wire
corporate PPAs may remain relatively
rare, Rob Dornton-Duff, managing
director at Riskbridge Associates, sees
a growing market for synthetic PPAs –
effectively a power hedge without a direct
physical offtake.
“There is an emerging market for
power hedging and it’s possible to hedge
UK and some European power out to 5
years in �xed rates, and as far as 10-15
years with caps, in reasonable quantity.”
“Clearly it is much better from
a bankability perspective to create a
synthetic PPA or hedge instead of running
merchant risk: merchant power is typically
a last resort. If there is any other option
people will take it.”
Dornton-Duff also thinks
governments will have to �nd a solution
if there is not enough contracted power
available to support their renewable
energy pipelines.
“The future of power in Europe is fundamentally going to be merchant”. That opinion may have seemed fanciful until
fairly recently, but Hari Chandra, managing director and global co-head of power, energy and infrastructure at Cantor Fitzgerald, is con�dent in his prediction.
Ricardo Piñeiro, Foresight Group
17ijglobal.com Spring 2019
EUROPEAN POWER EUROPEAN POWER
Falling project costs have fuelled the
march towards zero subsidies. If �nancing
gets more expensive, bidding will become
less aggressive.
“It’s a bit circular. If your debt
pricing goes up because it’s merchant,
then the subsidy bids will re�ect that.
You won’t have zero bids on subsidies,”
Dornton-Duff says.
Though this tension may force
governments in southern Europe to
provide some subsidy support, Piñeiro
does not expect to see other state-led
solutions emerge: “I don’t see any
indication that governments wish to
regulate or incentivise corporates to enter
PPAs directly with generators. This trend
will continue to be driven by corporate
sustainability targets.”
If sponsors must take merchant
exposure, some say this will just result in
renewables not being project �nanced.
“Equity capital may be willing to
take that merchant risk, with no leverage at
the project level,” Santander’s Ciruelos says.
Banks led by the noseIt is easy to make a case that if the
market moves towards merchant power
it will be sponsors rather than lenders
leading the way.
How quickly offshore wind moved
from a risky technology to a safe bet
for most PF banks shows lenders have
ultimately proved �exible in order to keep
doing deals.
Stewart Robinson, managing
director of power, energy and infrastructure
at Cantor Fitzgerald, says: “There are a
growing number of European investors
who are looking at deals with a merchant
tail, and increasingly pure merchant deals
that they recognise will play a part in how
the future pipeline gets �nanced.”
Robinson thinks there will still
be instances where a corporate PPA is
appropriate, and that there will be more
of these contracts than we see in the
market now, but says there is a price to
that certainty.
Renewable energy projects will
never again yield the high returns they
did under feed-in tariff schemes, which
makes it increasingly important to
maximise revenues.
“If PPAs were being offered at no
discount, everyone would be taking them
on. But everyone is either offering them
at a discount or signi�cant discount,”
according to Carlos Candil, MD for
power, energy and infrastructure at
Cantor Fitzgerald.
Sponsors may need to provide more
equity in this environment, but banks will
still play a role.
“Gearing will be reduced as a
result of the lower level of contracted
revenues,” Foresight’s Piñeiro says. “This
will increase equity funding requirements
compared to subsidised assets in terms of
percentage of total funding.”
If the US market acts as a
model, sources suggest a Term Loan B
market may emerge. Forward purchase
agreements, power hedges, cash trapping
and cash sweeps could also all become
common transaction features.
Piñeiro thinks most lenders are
aware of the challenges in the market
and are considering solutions: “Most
of our relationship banks have showed
interest and willingness to engage
in �nancing unsubsidised projects,
especially in Spain and Portugal, as those
markets are more advanced.”
He says banks are analysing power
price sensitivity and the minimum price
they can accept. They have been looking
at power price forecasts anyway but now
must take a view.
Piñeiro can see shorter PPAs
matched with shorter-term debt: “I
would expect to see more mini-perm type
structures, with an element of re�nancing
risk that the sponsors will need to be
comfortable with. We are probably going
to see an increase in margins to re�ect the
merchant nature of the project, and the
gearing will decrease”.
The Spanish impositionThese types of merchant structure are
likely to appear in Spain �rst.
The country was badly bruised by
a generous subsidy scheme that led to
an unsustainable government debt pile.
The Spanish government announced a
moratorium on subsidies in 2012 and
retroactively cut feed-in tariffs a year
later. Since Spain’s renewables market
was revived in 2016, over 8GW of new
development rights have been awarded.
The projects awarded via auctions
bene�t from a pricing �oor but only
receive the market price for power.
Some developers are seeking
corporate PPAs but they have been hard to
come by to date.
Foresight signed on the �rst
corporate PPA for a solar asset in Spain,
a contract with Energya-VM for the
3.9MW Las Torres de Cotillas in Murcia,
in December 2017. It is understood they
are close to a second corporate PPA in the
country but clearly development of this
market has been slow.
Rob Dornton-Duff, Riskbridge AssociatesCarlos Candil, Cantor Fitzgerald
EUROPEAN POWER
18ijglobal.com Spring 2019
More recently, Nike signed a
PPA with Iberdrola and Caja Rural de
Navarra for 40MW of renewable power
earlier in February 2019 – the third such
deal between the sports company and
Iberdrola. The project that will supply the
power, Cavar Wind, however has a total
capacity of 111MW.
If large international corporates
are unwilling to take all the power
from a single wind farm, it shows how
dif�cult it is to eliminate all market risk
on these projects.
Cantor’s Candil says: “Spain is the
�rst market in Europe which has come
through with a large enough scheme of
assets which is being built. Some utilities
will build on balance sheet but others
will not.”
Cantor Fitzgerald has already
advised on one merchant power
transaction in Spain, though this was
a re�nancing of Arclight’s operational
Bizkaia gas-�red plant located in the
Basque region. As much as 66% of the
three-year debt is due to be repaid through
merchant cash�ows, and the private
placement was made to European, non-
Spanish, investors.
If established institutional investors
are taking merchant risk on debt for an
operational gas-�red power plant in Spain,
it doesn’t seem a huge stretch for banks to
lend to new-build merchant renewables in
the country.
“The new-build cost for solar in
Spain is now around €600,000 per MW,
down from €10 million per MW around
10 years ago,” Candil says. “At that price
it is very comparable to new gas-�red,
particularly when the stated load factors
for a modern-day CCGT are much higher
than they really are. So the power output
starts to be comparable”.
Lower project costs mean a lower
debt requirement. Banks look set to
provide at least some of the debt required
for these projects on a merchant risk basis.
The lack of subsidy support in
Spain and Portugal is forcing sponsors
to try to structure merchant �nancings.
Some expect projects in Eastern European
markets to follow suit and others think the
UK and German markets could be next if
proven structures emerge.
Sources suggest there are active
discussions happening on UK merchant
solar deals already.
The emergence of a merchant
power market in Europe now looks far
from fanciful.
Alejandro Ciruelos, Santander
IJGLOBAL AWARDS 2018
19ijglobal.com Spring 2019
It is that time of year again. IJGlobal is delighted to announce the winning deals and winning companies for the IJGlobal Awards 2018.
Gala awards ceremonies were held in London, New York, Dubai and Singapore during March to celebrate this year’s winners. The ceremonies were the end of a six-month process to identify the outstanding transactions and companies from 2018.
Each of the winning transactions and companies, across all regions and every sector category, are pro�led in the following pages.
Congratulations to all the winners!
EuropePage
22 European Offshore Wind SeaMade
23 European M&A Acquisition of John Laing Infrastructure Fund
23 European Telecoms Open Fibre Broadband
23 European Transmission & Distribution Idex Acquisition
24 European Water SAUR Acquisition
24 EuropeanPorts RotterdamWorldGatewayRefinancing
24 European Airports Belgrade Nikola Tesla Airport
25 European Rail Wales & Borders
25 EuropeanRefinancing TheM25Refinancing
25 EuropeanRoads 1915CanakkaleBridge&Motorway
26 European Social Infrastructure Haren Prison PPP
26 EuropeanBiomass GreenaliaBiomassPowerCurtis-Teixeiro
26 European Hydro Power Acquisition of Menzelet and Kilavuzlu HEPPs
27 EuropeanSolar RTRPortfolioAcquisitionandRefinancing
27 EuropeanWaste CoryRiverside
27 European Onshore Wind Tesla Wind: Dolovo Wind Farm
28 European Midstream Oil & Gas Gas to the West
28 European Upstream Oil & Gas Neptune Energy
28 European Power Bizkaia Energia
21ijglobal.com Spring 2019
22ijglobal.com Spring 2018
IJGLOBAL AWARDS 2018IJGLOBAL AWARDS 2018
European Offshore WindSeaMadeThe 487MW SeaMade offshore wind
farm in the North Sea was to an extent
an ef�cient and straightforward project
�nancing deal, with the sponsors bringing
the project across the line in less than
three months after launching the €1
billion ($1.1 billion) debt �nancing.
But make no mistake, SeaMade’s
journey from procurement to �nancial
close was not a simple one; it took a
fair share of political wrangling and the
merger of two separate projects (and
sponsor teams) to �nally achieve a deal
featuring one of the lowest interest rates
in 2018 for offshore wind debt.
SeaMade is the result of the
merger of two Belgian offshore wind
farms: the Otary consortium’s Seastar
project, and Otary and Engie Electrabel’s
Mermaid project.
Seastar and Mermaid were among
four offshore wind projects at the �nancing
stage that the Belgian government had
threatened to cancel in 2016, deeming the
subsidy packages too generous. With the
costs of developing offshore wind projects
in Europe having fallen dramatically in the
previous year, the government was keen to
achieve similar price reductions.
However, the Belgian government
had limited means and time to renegotiate
the subsidies. Under pressure to
decommission its two nuclear power
plants by 2025 (which account for 60% of
the country’s generating capacity) and to
increase its offshore wind capacity to 2GW
by 2020 meet EU emission targets, there
was no time to retender to the projects.
Instead, the government negotiated
a new tariff of €79 per MWh, allowing the
projects to proceed.
The sponsors of Seastar and
Mermaid ultimately decided to restructure
the projects’ ownership structures so
the full development could be �nanced
through one transaction.
The European Commission
approved the merger of the projects in
July 2018, resulting in Dutch utility Eneco
joining the equity consortium of the
SeaMade project. The new shareholding
structure comprised: Otary (70%);
Electrabel (17.5%); and Eneco (12.5%).
Otary is a consortium of eight
Belgian companies: investors Socofe, Rent-
A-Port Energy and SRIW, local authority
investment vehicle Z-kracht, dredging
company Deme, offshore developer
Aspiravi, and renewables developers Elicio
and Power at Sea. Each hold a 12.5%
stake in the consortium.
The Otary-led sponsor team reached
�nancial close on the €1.3 billion SeaMade
project in December 2018, with Eneco
signing a 15-year PPA to offtake all of the
power from the asset in the same month.
FinancingDebt �nancing for the project began in
March and featured a hedging strategy
with contingent hedge implemented prior
to �nancial close. The �nancing had to be
tailored to address SeaMade’s twin project
con�guration: it consists of two sites
with two concessions, resulting in two
cash �ow streams covered by one single
contractual set up.
The consortium of Otary,
Electrabel and Eneco closed on the €1
billion debt provided by a group of
�nancial institutions including the EIB,
Denmark’s EKF and a club of 15 banks.
This makes the gearing for Seamade
the highest yet in any offshore wind
jurisdiction, with only €300 million
equity being provided by the owners.
EKF covered €100 million of the
€804 commercial debt, with the remaining
€704 million being uncovered. All 15
banks participating in the project �nancing
provided roughly €50 million equal tickets
with pricing coming in at 135bp above
Euribor over the 1.5-year construction
period, and then 125bp for the remaining
16 years. The EIB provided €250 million
via the European Fund for Strategic
Investments. All lenders lent on the same
terms, including the EIB tranche.
ConstructionSeaMade is the last of the Belgian offshore
wind farms to be procured with subsidies.
It is set to feature 58x 8.0MW-167 DD
WTG Siemens Gamesa turbine mode
that will have a 167 meter diameter. The
turbines were still not certi�ed at the time
of �nancial close but will be erected on
monopile foundations.
Construction is due to start later this
year, and the sponsors are aiming to have
the project connected to the grid by 2020.
Once operational, SeaMade is
expected to be the largest offshore wind
project and infrastructure project to date
to be developed and �nanced in Belgium.
It will have signi�cant impact on Belgium’s
target of obtaining 13% of its energy from
renewable energy sources by 2020. Half
of this is due to be sourced from offshore
energy, and SeaMade is set to contribute
to almost 25% of the required offshore
energy production.
Each of the project’s twin wind
farms will each have its own offshore
substation which will collect the electricity
produced by the Mermaid and Seastar
sites, convert it from 33kV to 220kV and
export it to the offshore grid operated by
Elia System Operator.
Engie Fabricom, Tractebel, Smulders
and Geosea will be responsible for the full
EPCI of the substations.
Total value: €1.3 billion
Debt: €1 billion
Equity: €300 million
Sponsors: Otary, Electrabel, Eneco
Lenders: ASN Bank, Bank of
China, Bel�us Bank, BNP Paribas,
Commerzbank, EIB, ING Bank, KBC
Bank, KfW IPEX-Bank, MUFG Bank,
Rabobank, Santander, Siemens Bank,
Société Générale, Sumitomo Mitsui
Trust Bank, Triodos
ECA: EKF
Tenor: 17.5 years
Pricing: 135bp above Euribor over
the construction period, 125bp for the
remaining 16 years
Advisers: Société Générale, Allen &
Overy, Loyens & Loeff, Linklaters,
Kromann Reumert, Mott MacDonald
Financial close: 3 December 2018
23ijglobal.com Spring 2019
IJGLOBAL AWARDS 2018IJGLOBAL AWARDS 2018
European Transmission & DistributionIdex AcquisitionThis deal saw Antin Infrastructure Partners
acquire Idex, one of the largest energy
infrastructure and energy services companies
in France, from fellow investment �rm Cube
Infrastructure Managers.
Cube launched a competitive sale
process for the asset at the beginning of
the year, having bought the company from
IK Investment Partners in 2011 through
the Cube Infrastructure Fund.
Antin was named successful bidder
in May, and is understood to have defeated
Mirova and Partners Group in the �nal
round of the action with a valuation of
around €1.3 billion ($1.5 billion).
Antin provided equity from its third
fund Antin Infrastructure Partners III to
�nance the deal, while BNP Paribas, Crédit
Agricole, HSH Nordbank, Natixis and
NatWest Markets were the underwriters
on the roughly €673 million of debt
facilities. The debt consisted of a €453
million acquisition facility, a seven-year
€200 million capital expenditure facility
and a €20 million revolving credit facility.
Idex operates numerous French
district heating and cooling networks,
energy-from-waste facilities and biomass
boilers alongside a portfolio of energy
services contracts.
A key feature of the deal was selling
the business in such a way as to ensure
that the separate arms of the business
could be run as independently as possible,
ensuring greater attractiveness to private
equity players in light of a future sale date.
Total value: €1.3 billion
Debt: €673 million
Seller: Cube Infrastructure Fund
Buyer: Antin Infrastructure Partners III
Lenders: BNP Paribas, Crédit Agricole,
HSH Nordbank, Natixis, NatWest
Markets
Tenor: 7 years
Advisers: Clifford Chance, RBC Capital
Markets, Fresh�elds, Rothschild
Financial close date: 18 July 2018
European TelecomsOpen Fibre BroadbandOpen Fibre, owned by Italian utility
Enel and Cassa Depositi e Prestiti (CDP),
succeeded in securing a mammoth debt
�nancing worth €3.47 billion ($3.97
billion) to form part of a €6.5 billion
outlay of economy-boosting �bre
infrastructure across Italy.
The transaction constitutes the largest
project �nancing of broadband in Europe,
which will allow the rollout of broadband
grids in developed, highly populated areas,
as well as other, less developed, rural ones.
The national �ber-to-the-home (FttH) type
�bre optic network is expected to cover 18.8
million households across 271 cities and
over 7,000 municipalities.
The project represents a strategic
move for Italy in order to achieve the
targets set out by the 2020 Digital Agenda
to reach 85% of the population with at
least 100Mbps connection.
The €3.47 billion debt package
consisted of a seven-year €2.8 billion term
facility, a €370 million guarantee facility
and a €300 million revolving credit facility.
The deal was entirely underwritten
by BNP Paribas, Société Générale and
UniCredit, joined by CDP and the EIB as
initial mandated lead arrangers. The debt
facilities were syndicated to 10 Italian and
international banks: Banca IMI; Banco
BPM; MPS Capital Services; UBI Banca;
Crédit Agricole; ING; Caixa Bank; MUFG
Bank; NatWest; and Banco Santander.
Debt: €3.47 billion
Sponsors: Cassa Depositi e Prestiti
(CDP), Enel
Lenders: BNP Paribas, Société Générale,
UniCredit, CDP, EIB, Banca IMI,
Banco BPM, MPS Capital Services, UBI
Banca, Crédit Agricole, ING, Caixa
Bank, MUFG Bank, NatWest, Banco
Santander
Tenor: 7 years
Advisers: White & Case, Aon, Arthur
D. Little, Ashurst, EY, Gianni Origoni
Grippo & Partners
Financial close: 15 October 2018
European M&AAcquisition of John Laing Infrastructure FundThe acquisition of the John Laing
Infrastructure Fund (JLIF) was a seminal
deal of 2018, marking a number of
milestones, including the �rst ever take-
private of a FTSE 250 listed infrastructure
fund with a premium listing on the LSE.
JLIF had 67 investments spread
across six countries at the time of
the takeover, but its share price had
suffered owing to the collapse of UK
construction company Carillion and
political uncertainty surrounding PFI/PPPs,
resulting in a signi�cant discount to NAV.
Dalmore Capital identi�ed John
Laing Capital Management-managed
JLIF as a potential target in 2017,
later identifying Equitix Investment
Management as a co-sponsor to help
raise the roughly £1.6 billion ($2 billion)
required for the acquisition. Initially
rejected by the JLIF board, the consortium
eventually convinced it of the merits of
the deal and a scheme of arrangement was
put in place which garnered support from
the requisite number of shareholders in
September 2018.
Financial close on the deal was
reached the following month, concluding
a landmark transaction in the listed
infrastructure space.
Total value: £1.667 billion
Debt: £1 billion
Equity: £667 million
Buyer: Jura Acquisitions Limited
Seller: John Laing Infrastructure Fund
shareholders
Lenders: Lloyds, NatWest
Tenor: 12 months plus 12 months
extension
Pricing: �oating margins of 1.25%
in the �rst 12 months, 1.75% for
the subsequent 12 months, 2.25%
thereafter
Advisers: Allen & Overy, Aon, KPMG,
Lazard, Macquarie Capital, Stifel, WSP,
CMS, JP Morgan Cazenove, Rothschild
Financial close: 12 October 2018
IJGLOBAL AWARDS 2018 IJGLOBAL AWARDS 2018
24ijglobal.com Spring 2019
European AirportsBelgrade Nikola Tesla AirportVinci Airports reached �nancial close on the
concession to �nance, operate, maintain,
extend and upgrade Serbia’s Nikolas Tesla
Airport in December, less than one year
after it was selected as preferred bidder
following a competitive public tender.
Plans to privatise the airport
(which is 83.15% owned by the Serbian
government, while 16.85% of airport
company Aerodrom Nikola Tesla trades
on the Belgrade Stock Exchange) �rst
surfaced in late 2015, attracting 27
indicative offers by March 2017.
Vinci Airports was selected
as preferred bidder in early January
2018. The company signed the 25-year
concession agreement a few months later,
agreeing to a €501 million ($563 million)
upfront concession fee.
To complete the transaction, Vinci
Airports raised roughly €420 million
in loans from the IFC, EBRD, Proparco
and DEG, and six commercial lenders.
The IFC and EBRD each provided a
€72 million A loan and a €110 million
B loan. Banca IMI, UniCredit, Erste
Group, Kommunalkredit, CIC and
Société Générale joined the deal on the
B loan syndication.
The debt will cover part of the
concession fee as well as the extension
and upgrade works driving the airport’s
development.
Total debt: €420 million
Sponsor: Vinci Airports
DFI lenders: DEG, IFC, EBRD,
Proparco
Commercial banks: Banca
IMI, UniCredit, Erste Group,
Kommunalkredit, CIC, Société Générale
Tenor: 17 years (IFC and EBRD loan
A), 15 years (DEG, Proparco, and IFC
and EBRD loan B)
Advisers: Allen & Overy, Infrata, BDK
Advocati, Dentons, Lazard, Orrick,
Mott MacDonald
Financial close date: 17 December 2018
European PortsRotterdam World Gateway RefinancingRotterdam World Gateway (RWG), a
major container terminal opened in 2015
and owned by a consortium of APL,
MOL, HMM, CMA CGM and DP World,
achieved a signi�cant re�nancing in 2018
with Société Générale CIB acting as sole
�nancial adviser and placement agent
on €371 million ($415 million) of senior
bonds raised in the USPP market.
The deal attracted strong investor
interest from Europe and North America.
The quality of the asset, its shareholders
and its customer offering resulted in an
oversubscription by 3.8 times the funding
requirement, enabling Société Générale CIB
to tighten the pricing prior to allocation to
nine major accounts.
The new debt will be used to
re�nance RWG’s existing debt facilities,
close out existing swaps and pay other
costs, including signi�cant savings in
interest costs.
The new �nancing structure
will also provide a �exible platform to
facilitate the expansion of the terminal.
RWG can accommodate ultra
large container vessels and has an annual
capacity of 2.35 million TEU. It has
eleven deep-sea cranes, three barge/feeder
cranes, two rail cranes and 50 automatic
stacking cranes.
Total value: €371 million
Total debt: €371 million
Borrower: Rotterdam World Gateway
Sponsors: DP World, APL, CMA CGM,
Hyundai Merchant Marine, Mitsui
OSK Lines
Bond arranger: Société Générale
Bond investors: Aegon, Allianz, Aviva,
Macquarie, Metlife, Nationwide,
Northwestern, Nuveen, Sun Life
Tenor: 17 years and 11 months
Advisers: Allen & Overy, BDO, Clifford
Chance, Marsh, Royal Haskoning
DHV, Société Générale CIB, WSP,
Norton Rose Fulbright
Financial close date: 6 April 2018
European WaterSAUR AcquisitionEQT’s maiden infrastructure investment
in France saw two of its funds
successfully acquire and re�nance French
water utility SAUR Group.
EQT acquired a majority stake in
the Saur holdco Holding d’Infrastructures
de Metiers de l’Environnement (HIME)
via the EQT Infrastructure III and the
EQT Infrastructure IV funds, alongside
BNP Paribas, SWEN Capital partners
and two more co-investors that took a
combined 25% of the enterprise. The
enterprise valuation was close to €1.6
billion ($1.8 billion).
The sellers, a group of former
creditors led by BNP Paribas and
Groupe BPCE, took over HIME in 2013
following the holdco’s close encounter
with bankruptcy.
The business was an attractive one,
considering not only SAUR’s domestic
operations but also its global presence
with engineering operations in Poland,
Saudi Arabia, Scotland and Spain.
BNP Paribas and Natixis were the
underwriters on the €1.04 billion debt
package, which consisted of three facilities:
a seven-year €786 million term loan with
the purpose of re�nancing existing debt; a
seven year €160 million capital expenditure
facility to fund the capex programme and
permitted acquisitions; and a seven-year
€100 million revolver for �nancing general
purposes and debt service payment.
Total value: €1.6 billion
Total debt: €1.04 billion
Total equity: €560 million
Buyers: EQT Infrastructure with BNP
Paribas, SWEN Capital Partners and
two more co-investors
Sellers: BNP Paribas, Groupe BPCE and
other shareholders
MLAs: BNP Paribas, Natixis
Tenor: 7 years
Pricing: low-200s over Euribor
Advisers: Clifford Chance, DNV GL,
McKinsey, Rothschild, BNP Paribas,
Fresh�elds, Morgan Stanley, Natixis
IJGLOBAL AWARDS 2018 IJGLOBAL AWARDS 2018
25ijglobal.com Spring 2019
European Roads1915 Canakkale Bridge & MotorwayThis deal saw a Turkish-Korean sponsor
team assemble a group of over 20 banks
and �nancial institutions to bring one
of the most ambitious of Turkey’s recent
transport projects across the �nishing line.
A consortium of Yapi Merkezi,
Limak, SK and Daelim was awarded the
BOT project in January 2017, outbidding
Japan’s IHI, China’s CRBC, and Turkey’s
Cengiz and Kolin.
The winning team signed a 16-
year concession with Turkey’s General
Directorate of Highways in March of
that year.
The sponsors brought together 23
banks and institutions on the impressive
€2.265 billion ($2.54 billion) debt
package which featured ECA-covered
commercial debt, ECA direct lend, Islamic
and uncovered local tranches.
Total value: €3.1 billion
Total debt: €2.265 billion
Sponsors: Yapi Merkezi (25%), Limak
(25%), SK (25%), Daelim (25%)
Lenders: Standard Chartered,
Natixis, ING, Deutsche Bank, Bank
of China, DZ Bank, ICBC, Intesa
Sanpaolo, Siemens Bank, ICIEC
(Islamic Development Bank), Korea
Development Bank, Kuwait Finance
House, KEB Hana Bank, Shinhan Bank,
EKF, Korea Eximbank, Finansbank,
Garanti, Akbank, Isbank, Vakifbank,
Yapi ve Kredi Bankasi, Kuveyt Turk
ECAs: KSure, Korea Eximbank
Tenor: 15 years with a 5-year grace
period
Pricing: all-in pricing around 2.6-2.7%,
around 500bp above Libor (uncovered
commercial tranche), around 150bp
with a 10-15% ECA premium (covered
commercial tranche)
Advisers: Standard Chartered,
Shearman & Sterling, Lake Fisher,
Clifford Chance, Verdi , Arup , Mott
MacDonald , Marsh, Finansbank ,
Garanti, EY
European RefinancingThe M25 Refinancing The largest infrastructure re�nancing in
the UK since the Intercity Express deal of
2015, this deal saw sponsor consortium
Connect Plus greatly improve on the
original �nancing which featured cash
sweeps and debt pricing re�ecting the
drying up of credit in the middle of the
�nancial crisis.
Primary �nancing for the project
reached �nancial close in May 2009 with
£698.58 million ($896 million) senior debt
and roughly £390 million of EIB debt.
The pricing margin on the commercial
term loan started at 250bp above Libor for
years 1-7, stepping up to 300bp for years
8-10 and 350bp for years 11-27.
Debt was due to mature in 2036;
but cash sweeps of 50% from years 7-19,
and 100% onwards, were clearly an
incentive to re�nance, though signi�cant
swap breakage costs meant replacing the
debt package would be challenging.
The sponsors opted to re�nance
the £698.58 million bank debt through
a public bond �nancing, bringing in
HSBC, Lloyds and Barclays to structure
the transaction. The £893 million public,
A+ rated bond priced on 24 July 2018,
revealing the magnitude of the swap
breakage costs.
The Connect Plus closed on the
deal to deliver the M25 upgrade work in
2009 with Balfour Beatty and Skanska
playing lead roles along with Atkins and
Egis Projects.
Bond value: £893 million
Maturity: 31 March 2039
Pricing: 115bp above Libor, 2.607%
coupon
Sponsors: Dalmore Capital, Equitix,
GCM Grosvenor, Balfour Beatty, Egis,
DIF
Joint bookrunners: HSBC, Lloyds,
Barclays
Known investor: Legal & General
Investment Management
Advisers: EY, HSBC, Ashurst, DLA
Piper, Linklaters, Arup, Hogan Lovells
European RailWales & BordersSMBC and Equitix’s contract to lease the
rolling stock for KeolisAmey’s Wales &
Borders franchise dealt a fresh blow to
traditional rolling stock leasing companies
(ROSCOs) who in recent years have seen
their dominance in the market challenged
by new rolling stock funders.
Unlike ROSCOs, who have large
�eets of often amortised trains, these new
funders lease rolling stock under a single-
�eet �nancing model.
Contracts to build the trains were
awarded to rolling stock manufacturers
CAF and Stadler Rail. CAF was
awarded a contract worth around £700
million ($918.8 million), while Stadler
took three contracts worth roughly
£500 million.
Debt to support the rolling stock
procurement was structured in bank and
institutional investor tranches.
SMBC and Equitix reached
�nancial close on the deal with CAF in
December, supported by a £552 million
debt package comprising: £68.73 million
�oating rate term loan due 5 December
2048; £341 million �xed rate private
placement tranche with that matures on
30 September 2024; £34.36 million �xed
rate term loan due 30 December 2033;
and £108 million equity bridge loan due
13 December 2023.
Total value: £700 million
Debt: £552 million
Sponsors: SMBC, Equitix
Train manufacturer: CAF
Lenders: Crédit Agricole, NatWest,
SMBC Nikko Securities, CaixaBank
Tenor: £68.73 million (due December
2048), £341 million (due September
2024), £34.36 million (due December
2033), £108 million (due December
2023)
Advisers: Ashurst, Addleshaw Goddard,
Clifford Chance, Goldman Sachs, IPEX
Consulting, Stephenson Harwood,
Quasar Associates
Financial close date: 17 December 2018
IJGLOBAL AWARDS 2018 IJGLOBAL AWARDS 2018
26ijglobal.com Spring 2019
European Hydro PowerAcquisition of Menzelet and Kilavuzlu HEPPsOne of the largest acquisition �nancings
in the Turkish electricity market to date,
this deal saw Entek Elektrik acquire
two operational assets in the south east
of the country from the Privatisation
Administration of Turkey (PA) following a
competitive tender.
Entek Elektrik won the privatisation
of the 124MW Menzelet and 54MW
Kılavuzlu hydropower plants in
Kahramanmaras province in 2017 and set
up a SPV, Menzelet Kılavuzlu Elektrik, to
own and operate the assets for 49 years.
The buyer opted to pay 35% of the
roughly TL1.539 billion ($375 million)
purchase price upfront, and the remaining
amount in four equal annual instalments.
The �nancing process, which started
in December 2017, took roughly three
months to be �nalised and saw seven banks
lend on the deal. Garanti, Is, Akbank, Yapı
Kredi, EBRD, Unicredit and ICBC provided
a TL1.078 billion cash facility, provided
partly in Turkish lira (TL646 million) and
US dollars ($106 million).
Meanwhile, Garanti, Is, Yapı Kredi
and Akbank lent on a TL1.057 million non-
cash loan which will be gradually replaced
with cash facilities at each PA instalment.
The �nancing has a tenor of 13
years with a one-year grace period. Cash
sweep will be available for a certain period
within the loan life. There is also a 20%
balloon payment.
Acquisition value: TL1.539 billion
Buyer: Entek Elektrik
Seller: Privatisation Administration of
Turkey (PA)
Lenders: EBRD, Garanti Bank, Is Bank,
Yapı Kredi Bank, UniCredit, Akbank,
ICBC Turkey Bank
Tenor: 13 years with 1 year grace
period. Cash sweep available for a
certain period within the loan life
Legal advisers: BASEAK, Dentons,
Clifford Chance, Yegin Ciftci
Financial close date: 2 March 2018
European BiomassGreenalia Biomass Power Curtis-TeixeiroOne of the most ambitious biomass
projects in Europe, �nancing for
Greenalia’s Curtis-Teixeiro power plant
was given the highest rating (E1) as a
green loan, according to a Standard &
Poor’s evaluation.
The sponsor was able to leverage
a particularly strong contractual line-
up to raise around €123 million ($138
million) in senior and junior debt from
international and Spanish institutions.
Banco Santander acted as agent and
coordinator, lending on a €100 million
debt package along with the European
Investment Bank (EIB) and Instituto de
Crédito O�cial (ICO). Banco Santander
and the ICO lent €25 million each,
while the EIB’s €50 million contribution
represents its �rst �nancing for a biomass
project under the Investment Plan for
Europe framework. A portion of the senior
debt package is covered by a guarantee
from Finnish ECA Finnvera.
A €23 million mezzanine loan from
Marguerite Fund rounded off the total debt.
Greenalia has brought in
experienced renewable energy developers
Acciona and IMASA were brought in as
EPC contractor and Q&M contractor,
respectively. Greenalia Forest will supply
around 500,000 tonnes of forest biomass
per year under a long-term contract.
Total value: €135 million
Total debt: €123 million (€100
million senior bank debt, €23 million
mezzanine loan)
Equity: €12 million
Sponsor: Greenalia
Lenders: Banco Santander (MLA and
agent), EIB, ICO, Marguerite Fund
ECA: Finnvera
Tenor: 16.5 years (1.5-year
construction plus 15 years)
Advisers: Pérez-Llorca. Arup, Pöyry,
KPMG, AtZ Financial Advisors, Watson
Farley & Williams, G-Advisory, Aon
Financial close date: 29 August 2018
European Social InfrastructureHaren Prison PPPCurrently under construction, the Haren
Prison PPP north east of Brussels is on
track to become Belgium’s largest social
infrastructure project to date.
The tender to DBFM the new
facility under a 25-year concession hit the
market in early 2012, attracting six initial
proposals. The Cafasso consortium, led
by Denys, FCC Construction, Macquarie
Capital and Global Via, was selected as
preferred bidder for the project by the
Belgian Building Agency (BBA) in 2013.
The procurement process several
faced delays, however, including strong
local opposition to the mega-prison,
Belgium’s protracted permitting process,
and legal challenges from the two
unsuccessful bidding teams.
A consortium of Macquarie Capital,
Denys and FCC Concessions �nally
reached �nancial close on the project in
July 2018, raising around €400 million
in equity and debt. A landmark project
�nancing for the Belgian PPP market, the
deal featured a highly competitive hybrid
structure with both �xed-rate loans from
institutional lenders and �oating-rate loans
from commercial banks. A total of nearly
€340 million debt was secured from a
syndicate of eight lenders which included
Korean Development Bank, a newcomer
in the Belgian PPP market.
Total value: €400 million
Total debt: €340 million
Equity: €60 million
Sponsors: Macquarie Capital, FCC
Concessions, Denys Global
Lenders: AG Insurance, Bel�us Bank,
CaixaBank, Contassur, Federale
Verzekering, KBC Bank, Pensio B,
Korean Development Bank
Grantor: Belgian Building Agency (BBA)
Advisers: Macquarie Capital, Liedekerke,
Simmons & Simmons, Marsh, KPMG,
Currie & Brown, BDO, NautaDutilh,
Rebel Group Advisory, Stibbe, ELD
Partnership, Procos, Orientes
IJGLOBAL AWARDS 2018 IJGLOBAL AWARDS 2018
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European Onshore WindTesla Wind: Dolovo Wind FarmDue to be completed this year, Tesla Wind’s
Dolovo wind farm is expected to be the
largest wind farm yet in Serbia and Western
Balkans. As �nancing for €300 million
($338 million) Dolovo – also known as
Cibuk 1 – was structured around Serbian
law, signi�cant efforts were required
from all stakeholders to deliver and apply
international project �nance mechanics and
security under local legal requirements.
Vetroelektrane Balkana (WEBG),
the project company behind Dolovo,
is wholly-owned by Tesla Wind, a
joint venture between Masdar, Taaleri
Aurinkotuuli and DEG.
The 12-year amortising project
�nance deal was structured under the IFC
and EBRD A/B loan structure with �ve
commercial lenders participating in the
syndicated B-loan tranche.
The roughly €215 million debt
package comprised: €53 million direct
loan from the IFC; €37 million mobilised
from IFC’s Managed Co-lending Portfolio
Program; €18 million from the IFC in
syndicated B loans from Intesa Sanpaolo
and UniCredit; €53 million direct loan
from the EBRD; and €55 million from the
EBRD in syndicated B loans from Erste
Bank, Green for Growth Fund, UniCredit
and Intesa Sanpaolo.
Total value: €300 million
Total debt: €215 million
Total equity: €85 million
Project company: Vetroelektrane
Balkana (WEBG)
Sponsors: Masdar (60%), Taaleri
Aurinkotuuli (30%), DEG (10%)
Lenders: EBRD, IFC, Erste Bank, Green
for Growth Fund, UniCredit, Intesa
Sanpaolo
Tenor: 12 years
Pricing: 375bp above Euribor
EPC contractor: GE
Advisers: Shearman & Sterling, Norton
Rose Fulbright, Kinstellar, Karanovic &
Nikolic, Mott MacDonald, CMS, Willis
European WasteCory RiversideA Dalmore Capital-led consortium in June
2018 acquired Cory Riverside Energy, a
company that owns and operates the 66MW
Riverside Resource Recovery Facility – the
UK’s largest energy-from-waste plant.
The buyers completed the acquisition
on 28 June at a roughly £1.6 billion ($1.85
billion) enterprise value. They then launched
a re�nancing for the roughly £511 million of
assumed debt, taking BNP Paribas up on its
offer to underwrite a long-term re� in full.
The new debt comprised a £337
million amortising institutional term
facility, a £167 million amortising term
facility and a £50 million revolving capital
expenditure facility.
The term loans have a �ve-year
amortising holiday initially. There are no
step-ups in pricing. A hedge is in place to
�x the interest in the 12-year commercial
bank term facility. There is £70 million of
20-year RPI revenue swap.
Acquisition value: £1.6 billion
Equity: £1.1 billion
Assumed debt: £511 million
Re�nanced debt: £554 million
Buyers/sponsors: Dalmore Capital
Fund 3 (53%), Semperian PPP
Investment Partners (23%), EagleCrest
Infrastructure Canada (13%), Swiss
Life Funds (LUX) Global Infrastructure
Opportunities II (11%)
Sellers: SVP, Commerzbank, EQT
Credit II and other shareholders
Commercial lenders: BNP Paribas,
Crédit Agricole, HSBC, Santander,
Siemens Bank, Nomura
Institutional investors: Aviva Investors,
Samsung Life, Sun Life
Tenor: 20 years (institutional), 12 years
(commercial)
Pricing: around 180bp (institutional),
around 140bp (commercial)
Advisers: Macquarie Capital,
Rothschild, Ashurst, Mott MacDonald,
Credit Suisse, JP Morgan, Linklaters,
Deloitte, Rothschild, Ashurst, Herbert
Smith Freehills, EY, BDO
European SolarRTR Portfolio Acquisition and RefinancingUK-based Terra Firma turned heads in
October 2018 when it sold Italian solar
company RTR Rete Rinnovable to F2i’s
third infrastructure fund a €1.3 billion
($1.5 billion) valuation. The the deal
saw F2i become Europe’s third largest
solar PV power producer, and featured a
particularly innovative �nancing structure.
The roughly €1 billion debt package
raised for the transaction acted as both an
acquisition facility and a re�nancing of
RTR’s existing debt – all within the same
deal. The re�nancing component of the
deal proved to be crucial to F2i’s success
in the auction for RTR, as it was the only
bidder to lock in terms that maximised
equity value for the seller.
The debt itself was sourced from
nine European banks, who each took equal
tickets, however the complexity of the
re�nancing of the existing debt involved
around 25 counterparties. As a result, F2i
did not need to ask Terra Firma for waivers
on the change of control provisions for
the existing �nancing, which proved to be
another critical success factor.
RTR’s 334MWp solar portfolio is
split across 124 PV assets owned by 16
SPVs in Italy.
Total value: €1.3 billion
Debt: €995 million
Bridge-to-equity facility: €300 million
Buyer: Fondi Italiani per le
Infrastrutture III
Seller: Terra Firma
Lenders: Banca IMI, Banco BPM,
BBVA, BNP Paribas, Cassa Depositi e
Prestiti (CDP), Crédit Agricole, ING
Bank, Société Générale, UBS
Tenor: 13 years
Advisers: Cantor Fitzgerald, Jefferies,
JP Morgan, UniCredit, Gianni Origoni
Cappelli & Partners, Moroni & Partners,
Barclays, Intesa Sanpaolo, Société
Générale, Legance, Deloitte, Willis
Towers Watson, EOS Consulting, Ashurst
IJGLOBAL AWARDS 2018
28ijglobal.com Spring 2019
European PowerBizkaia EnergiaBizkaia Energia owns and operates the
786MW natural gas-�red combined-cycle
power plant located in Amorebieta, in the
Basque region of Spain.
The plant was developed following
the liberalisation of the Spanish power
market in 1997. Construction began in
2003 and the plant began operations in
August 2005.
The original sponsors of the project
were ESB of Ireland and Osaka Gas of
Japan. A few months after the plant began
operations, the sponsors closed on a
re�nancing of roughly $500 million.
ESB and Osaka sold 100% of the
equity in Bizkaia in 2014 to US investor
ArcLight Capital Partners for an undisclosed
sum. The sale was prompted by the Irish
government requesting that ESB raise a
€400 million ($449 million) special dividend
through the sale of non-strategic assets.
Since it took over, ArcLight has been
focused on physically optimising the plant.
In October 2018 the sponsor closed on a
€65 million private placement debt facility
to facilitate a dividend recap.
The transaction is signi�cant as it
is the �rst subordinated debt transaction
in Europe for a power project exposed
to merchant risk. The project has a PPA
which expires in 2020 and will operate
on a fully merchant basis thereafter, with
the repayment of this facility substantially
dependent on post-PPA cash �ows.
Sequoia Economic Infrastructure
Income Fund lent roughly €40 million and
Edmond de Rothschild €25 million.
Cantor Fitzgerald structured the
transaction.
Debt: €65 million
Sponsor: Arclight Capital
Private placement investors: Sequoia,
Edmond de Rothschild
Tenor: Roughly 3 years (maturity 2021)
Transaction adviser: Cantor Fitzgerald
Legal advisers: Fresh�elds, White &
Case
Financial close date: 14 October 2018
European Upstream Oil & GasNeptune EnergyThis deal saw the largest ever new money
reserve-based lending facility raised for an
acquisition in EMEA.
Investment vehicle Neptune Energy
was the borrower of the debt and acquirer
of ENGIE E&P International, a portfolio
of upstream assets located across the world
that had an average production of 154,000
net barrels of oil equivalent per day.
Carlyle Group and CVC Capital
Partners jointly own 51% in Neptune
Energy, with China Investment Corporation
(CIC) owning the remaining 49%.
ENGIE had held 70% in the
acquired business, with CIC owning 30%.
CIC retained this separate stake following
the acquisition.
Along with the acquisition value
of $3.9 billion, the deal also sees the new
owners assume decommissioning liabilities
of €1.1 billion ($1.2 billion) and €90
million in deferred payments linked to
operational milestones.
Neptune Energy was established in
2015 with a target to deploy $5 billion.
Total value: $3.9 billion acquisition
Debt: $2 billion reserve based landing
facility
Buyers: Neptune Energy (Carlyle
Energy Fund, CVC Capital Partners,
and China Investment Corporation)
Seller: ENGIE
MLAs: BNP Paribas, Citibank, HSBC,
ING, Natixis, Société Générale
Lenders: ABN AMRO, ANZ, Bank
of China, BMO, BNP Paribas, CBA,
Citigroup, Deutsche Bank, DNB,
Goldman Sachs, HSBC, ING Bank,
JP Morgan, Lloyds, Morgan Stanley,
Natixis, RBC, RBS, Scotiabank, SMBC,
Société Générale
Tenor: 6 years and 2 months
Legal advisers: Fresh�elds, Bracewell,
Herbert Smith Freehills
Other advisers: Zaoui & Co, BNP
Paribas
Financial close date: 15 February 2018
European Midstream Oil & GasGas to the WestNorthern Ireland Authority for Utility
Regulation awarded Mutual Energy and
Scotia Gas Networks licenses to deliver a
gas transmission and distribution network
to area housing substantial numbers of
fuel poor residence.
The network will service 40,000
domestic and business customers
in the Northern Ireland towns of
Coalisland, Cookstown, Derrylin,
Dungannon, Enniskillen, Magherafelt,
Omagh and Strabane.
The sponsors have 100% debt
�nanced the project via a long-term
institutional debt facility to achieve a low
cost of capital and keep the cost to end
users low.
Legal & General Investment
Management (LGIM) provided all of the
£200 million ($261 million) in debt, via a
35-year facility.
The project is still in construction
and yet achieved an A1 rating thanks to
an innovative project structure, which saw
SGN (the EPC contractor) shoulder much
of the construction risk.
The project also bene�ts from a
government grant of roughly the same size
as the LGIM debt piece.
The success of the �nancing saw the
project extended to include works on an
unconnected extension of the gas network
in the east of Northern Ireland.
Debt: £200 million
Issuer: West Transmission Financing
Limited (wholly-owned subsidiary of
Mutual Energy)
JV partner: Scotia Gas Networks
Bond arrangers: Barclays, BNP Paribas
Investor: Legal & General Investment
Management (LGIM)
Tenor: 35 years
Advisers: Centrus Advisors, Pinsent
Masons, Linklaters
Procurement agency: Northern Ireland
Authority for Utility Regulation
Financial close date: 26 July 2018
Page
30 African Power Nachtigal Hydro
31 AfricanRefinancing BujagaliHydro
31 African Wind Taiba N’Diaye
32 AfricanBiomass NgodwanaEnergyBiomass
32 AfricanSolar AkuoKita
33 AfricanM&A AIIMAcquisitionofSEGAPStake
33 AfricanFundraising EmergingAfricaInfrastructureFund
33 AfricanMining&Metals PangaeametalpurchasewithLonmin
Africa
29ijglobal.com Spring 2019
30ijglobal.com Spring 2018
IJGLOBAL AWARDS 2018IJGLOBAL AWARDS 2018
African PowerNachtigal HydroOriginally planned as a captive power
project for a Rio Tinto smelter, the
Nachtigal hydropower plant has come a
long way to become the largest hydropower
IPP in Africa once constructed. Now a
cornerstone of Cameroon’s electricity sector
development plan, the 420MW project is
expected to cover 30% of the country’s
electricity demand, amounting to an annual
output of nearly 3TWh.
Nachtigal, which reached �nancial
close towards the end of 2018, is not just
notable for its size, however. A unique
�nancing structure facilitated a sizable
chunk of local currency debt, despite the
limitations of domestic lenders.
The €1.2 billion ($1.35 billion)
dam has been more than a decade in
the making, and yet new shareholders
were brought into the project company
a mere few weeks before the �nancing
was �nalised.
A large and changeable list of
project participants only added to the
deal’s complexity, and make its completion
even more of an achievement.
FinancingThe project �nally reached �nancial close
following a �urry of activity in late 2018,
including debt packages, equity injections
and the start of EPC work.
Financing for Nachtigal comprises
around €916 million debt and €289
million equity, giving the project a total
capex of roughly €1.2 billion and a debt-
to-equity ratio of 76:24.
IFC was the global coordinator
and lead arranger on the debt �nancing
which signed on 9 November 2018,
comprising two tranches of DFIs and
local lenders, respectively.
The €745 million DFI tranche
has a tenor of 18 years and covers
approximately 61% of project costs.
The debt was provided by the African
Development Bank (ADB), African
Finance Corporation (AFC), CDC Group,
DEG, Emerging Africa Infrastructure
Fund (EAIF), European Investment
Bank (EIB), FMO, French Development
Agency, IFC, OPEC Fund for International
Development and Proparco.
Proparco acted as an additional lead
arranger for AFD, DEG and FMO.
Meanwhile, the local tranche was
sourced from four commercial banks
with Société Générale Cameroun and
Standard Chartered Cameroon as
co-arrangers.
Together with Attijariwafa SCD
Cameroon and Banque Internationale
du Cameroun (BICEC) these lenders
provided a MIGA-backed €171 million
debt denominated in CFA franc, which
pays special attention to local lending
conditions in Cameroon.
The 21-year facility has �ve years
of drawdown followed by 16 years of
repayment. However, the commercial
lenders have the options in years 7 and 14
to sell their loans to the government.
In that event, the government of
Cameroon is obliged to buy the loans and
its obligation is supported by an IBRD
political risk guarantee. The re�nancing risk
of the local tranche is therefore borne by
the government, backstopped by the IBRD.
The political risk guarantee will
only cover years 7 and 14, however,
as the local lending market will not go
beyond seven years, at least not at this
point in time.
Nonetheless, the structure enabled
the project’s special purpose vehicle
– Nachtigal Hydro Power Company
(NHPC) – raise a considerable amount of
local currency-denominated debt while
limiting lender exposure.
The power purchase agreement was
agreed with Energy of Cameroon (Eneo)
in July 2015 but did not sign until October
2018 – at a levelised tariff understood
to be €0.061 per kWh over a 35-year
period. Eneo’s offtake is guaranteed by the
government, which in turn is backstopped
by an IBRD-guaranteed €85 million letter
of credit to protect the company against
non-payment.
In total, the guarantees on the deal
are provided IBRD (€257 million) and
MIGA (€164.5 million). MIGA signed
guarantees for the sponsor side, providing
15-year cover to both the lead developer
EDF and equity investor STOA.
STOA and infrastructure investment
platform Africa50 joined the project
shortly before �nancial close, acquiring
their stakes in Nachtigal via equity sell-
downs by the government of Cameroon
and IFC.
Africa50 took a 15% stake from
the government, leaving the state with a
15% interest in the hydroelectric dam.
STOA, meanwhile, purchased a 10%
shareholding from IFC InfraVentures
which retains a 20% stake.
Total value: €1.2 billion
Total debt: €916 million (€745 million
DFI tranche, €171 million CAF franc-
denominated bank commercial debt
tranche)
Total equity: €289 million
Project company: Nachtigal Hydro
Power Company
Sponsors: EDF (40%), IFC (20%),
government of Cameroon (15%),
Africa50 (15%), STOA (10%)
DFIs: AfDB, ADB, CDC Group,
DEG, Emerging Africa Infrastructure
Fund (EAIF), EIB, FMO, French
Development Agency, IFC, OPEC Fund
for International Development and
Proparco
Commercial lenders: Attijariwafa SCD
Cameroon, Banque Internationale du
Cameroun, Société Générale Cameroun,
Standard Chartered Cameroon
Guarantors: IBRD, MIGA
Tenor: 18 years (DFI tranche), 21 years
(commercial debt tranche)
Offtaker: Eneo
Contractors: NGE Contracting, Société
Générale des Travaux du Maroc and
BESIX (civil works); GE and Elecnor
(electromechanical); Bouyges Energie
Services (transmission line); EDF
(O&M)
Advisers: Eversheds, ALSF, Nodalis,
Herbert Smith Freehills, Société
Générale, Clifford Chance, Mott
MacDonald, EY, JLT, Allen & Overy
31ijglobal.com Spring 2019
IJGLOBAL AWARDS 2018IJGLOBAL AWARDS 2018
African WindTaiba N’DiayeNot only is Taiba N’Diaye is the largest
wind farm in the West Africa region to
date to break ground, but with an installed
capacity of 158.7MW it also represents
Senegal’s �rst utility-scale wind power
project.
Located 75km north east of Dakar,
Taiba N’Diaye has a long and complex
development history, changing hands and
�nancing structures multiple times.
The project’s original sponsor,
French renewables developer Sarréole,
�rst sought �nancing for the then-€230
million ($259 million), 150MW wind
farm in early 2012, courting several DFIs
– including EKF, Proparco, EIB, Frontier
Markets, FMO and AfDB.
After several delays relating to
regulatory issues and disagreements
over the structure of the power purchase
agreement, Sarréole �nally agreed a 20-
year offtake agreement with Senegalese
state utility Senelec at the end of 2013.
Sarréole sold its equity stake
and co-developer rights to pan-African
renewables platform Lekela Power, a JV
between Actis and Mainstream Renewable
Power, in 2016.
OPIC and Denmark’s export
credit agency EKF had already been
brought on board as lenders on the
deal – the former as Taiba N’Diaye
had been selected to be part of the US
government’s Power Africa programme
– and the existing �nancing structure
remained in place under Lekela Power.
OPIC was mandated as lead
arranger of the project’s debt as of 2015,
while EKF was lending on the deal in
support of Vestas as the wind farm’s EPC
and O&M contractor.
Lekela Power �nally reached
�nancial close on Taiba N’Diaye in mid-
2018, signing on $280.1 million debt from
OPIC and EKF along with $90 million in
equity contributions from shareholders
Actis and Mainstream. Additionally, OPIC
is providing a $126.3 million guarantee.
Taiba N’Diaye is expected to be
fully operational by July 2020, and will
consist of 46x V-126 3.3MW turbines
across a single site.
The wind farm will help the
government of Senegal meet its clean
energy commitments.
Total value: $370.1 million
Total debt: $280.1 million ($164.1
million export loan from EKF, $116
million direct loan from OPIC)
Total equity: $90 million ($54 million
from Actis Energy 3 fund, $36 million
from Mainstream)
Sponsors: Actis (60%), Mainstream
Renewable Power (40%)
Lenders: OPIC, EKF
Guarantor: OPIC
Developer: Lekela Power
Offtaker: Senelec
Advisers: Norton Rose Fulbright,
Trianon Partners, Clifford Chance,
MIGA
African RefinancingBujagali HydroThis landmark transaction saw Bujagali
Energy Limited (BEL) re�nance $682 million
of senior and subordinated loans, increasing
the tenor of the debt while reducing the
company’s annual debt servicing – enabling
it to accept a lower tariff price.
The 250MW Bujagali hydropower
plant on the River Nile was commissioned
in 2012, having reached �nancial close in
2007. In 2016, the dam produced 44% of
Uganda’s electricity, so its high $0.1152
per kWh tariff had become a concern to
the country’s government.
The International Finance
Corporation (IFC) and African
Development Bank (AfDB) worked closely
with BEL and the government to structure
a re�nancing which combined a corporate
income tax waiver for BEL and raising
new debt with a 15-year tenor.
IFC and AfDB arranged $403 million
of new debt provided by a combination of
DFIs and commercial banks. The re�nancing
saw existing lenders exit the project and
new lenders join. Absa Bank and NedBank,
meanwhile, continued as lenders under the
International Development Association
(IDA) covered commercial tranche, though
with no increase in tenor.
IFC and Absa Bank provided
interest rate hedges while the Multilateral
Investment Guarantee Agency (MIGA)
provided political risk insurance to the
sponsors. The guarantees from IDA and
MIGA were renegotiated to �t the new
debt structure.
Financial close on the re�nancing
was reached in July 2018.
In addition to its signi�cant
impact on the retail tariffs and Uganda’s
industrialisation ambitions, the re�nancing
also paved the way for Sithe Global –
BEL’s majority shareholder at the time – to
sell-down its equity stake in the project.
SN Power announced back in
April 2016 that it planned to acquire
Sithe Global’s 65% shareholding in BEL.
Uganda’s government blocked the deal,
however, due to its concerns over the
project’s high tariffs.
Satis�ed with the reduction of
Bujagali’s tariff following the re�, the
government stepped aside allowing SN
Power to complete the purchase Sithe
Global’s shares in BEL in August 2018.
Total value: $403 million
Project company: Bujagali Energy
Limited (BEL)
Sponsors: Sithe Global (65%), CDC
Group (65%), Aga Khan Fund for
Economic Development (5.84%),
Industrial Promotion Services (5.83%),
Jubilee Insurance Company (5.83%)
Lenders: AfDB, Absa Bank, CDC
Group, DEG, FMO, IFC, IFC MCPP,
NedBank, Proparco
Guarantors: MIGA, IDA
Advisers: Clifford Chance, Sebalu
& Lule, AF Consult, Willis Towers
Watson, Covington & Burling,
Reeman Consulting
IJGLOBAL AWARDS 2018 IJGLOBAL AWARDS 2018
32ijglobal.com Spring 2019
African SolarAkuo KitaMali is still a frontier market when it
comes to the size, range and capital
available to private sector investors.
This, alongside a lack of local bank
appetite to provide long-term debt for
private infrastructure projects, meant that
the sponsor had to look to DFIs to secure
funding for the 50MW Kita solar PV
project in southern Mali.
French renewable energy developer
Akuo Energy is developing the IPP
under a BOOT contract, which will
see the solar PV asset returned to the
government of Mali at the end of a 30-
year concession period.
Akuo Energy will sell the project’s
power to national energy company
Energie du Mali under a 30-year take-or-
pay power purchase agreement signed in
October 2015.
Private Infrastructure Development
Group companies Emerging Africa
Investment Fund (EAIF), FMO and Green
Africa Power joined African DFIs West
African Development Bank (BOAD) and
National Agricultural Development Bank
of Mali (BNDA) to provide �nancing for
the project in late 2017.
EAIF, managed by Investec Asset
Management, was mandated lead arranger
on the senior debt �nancing, marking
its �rst MLA role in a French-speaking
African country and PIDG’s second energy
project in Mali.
BNDA was co-arranger on the deal
which comprised a $55.6 million debt
package with a 15-year tenor provided
by EAIF ($17.8 million), FMO ($17.8
million), BOAD ($16.8 million) and
BNDA ($3.2 million).
An additional €8 million mezzanine
debt package with a tenor of 20 years,
originally arranged by Green Africa
Power, had been taken over by EAIF by
the time that the transaction had reached
�nancial close in October 2018.
Meanwhile, PIDG company
GuarantCo provided a €2.3 million debt
service reserve account guarantee.
The deal also included a €6.4
million budget for grid connection works
which will take power from the plant via
a nearby sub-station to a 225kv high-
voltage line that supplies the region.
Once operational, the Kita solar PV
is expected to be the largest solar farm in
West Africa.
Total value: €78 million
Total debt: €63.6 million (€55.6 million
senior debt, €8 million mezzanine debt)
Lenders: Emerging Africa Infrastructure
Fund, FMO, West African Development
Bank (BOAD), National Agricultural
Development Bank of Mali (BNDA)
Tenor: 15 years (senior debt), 20 years
(mezzanine debt)
Guarantor: GuarantCo
Advisers: Norton Rose Fulbright,
Juri�s, Sgurr Energy, Marsh, BDO
African BiomassNgodwana Energy BiomassThe �rst biomass project to reach �nancial
close under South Africa’s renewable energy
independent power producer programme
(REIPPP), Ngodwana’s road to the �nish
line was initially an uncertain one.
Sponsors Sappi and Fusion Energy
were awarded the 25MW biomass project
in April 2015 under the fourth round of
REIPPP, but a PPA for the project was not
signed with Eskom until April 2018 after
years of delays and false starts.
The South African state utility
announced in 2016 that it would not sign
any more PPAs, citing surplus generating
capacity and concerns over costs. Eskom
argued that being compelled by the
government to buy electricity from IPPs at
prices it did not negotiate would lead to
suffering revenue streams.
After over two years of deadlock
and several false starts, Energy Minister
Jeff Radebe declared the utility in �t
enough �nancial health to proceed with
the signings, announcing that PPAs would
be signed on 13 March 2018.
A successful interdiction by the
National Union of Metalworkers of South
Africa (NUMSA) and Transform RSA
put the proceedings on hold yet again,
however, arguing that the switch from
coal-�red power to renewables would be
detrimental to the country and lead to job
losses.
South Africa’s High Court dismissed
the case in late March 2018, clearing the
path for 27 delayed REIPPP projects to
�nally sign 20-year PPAs with Eskom.
Sappi and Fusion Energy wasted no
time to launch the roughly R1.2 billion
($99.5 million) debt �nancing for the
project, and reached �nancial close on a
debt package provided by Nedbank and
Absa Bank in April 2018 – just a few
weeks after inking an offtake agreement
with Eskom.
Majority of the term loan is �xed
rate, an innovative approach which meant
that the project did not need to take out
interest rate hedges. The �nancing also
includes a debt service reserve facility
that removes the necessity for cash to be
trapped in an account with negative carry.
Located at Sappi’s Ngodwana mill
in Mpumalanga province, the biomass
plant will be fuelled on waste from Sappi’s
plantations and its mill.
Total debt: Around R1.2 billion
Project company: Ngodwana Energy
Shareholders: Sappi (30%), KC
Africa (30%), Fusion Energy (30%),
Ngodwana Energy Employees Trust
(5%), Ngodwana Energy Community
Trust (5%)
Lenders: Nedbank, Absa Bank
Contractors: EBL Engineering Services
(EPC services), KC Cottrell (O&M)
Offtaker: Eskom
Advisers: Baker McKenzie, Norton
Rose Fulbright, WSP
Financial close date: 13 April 2018
IJGLOBAL AWARDS 2018 IJGLOBAL AWARDS 2018
33ijglobal.com Spring 2019
African Mining & MetalsPangaea metal purchase with LonminThis transaction is hugely signi�cant for
platinum producer Lonmin, which took
a double hit of rising costs and falling
platinum prices in recent times. Lonmin
needed a waiver from lenders last year after
breaching covenants on a $150 million loan.
This metal purchase deal was
essential to keep a planned acquisition of
the business by South African gold miner
Sibanye-Stillwater on track.
Under the terms of the deal,
Lonmin has raised $200 million through
a metal-for-loan agreement with Pangaea
Investment Management, a subsidiary of
China’s largest copper producer Jiangxi
Copper Company. The deal is seen as part
of China’s Belt and Road international
investment initiative.
The facility replaces existing debt
which was proving so burdensome
for Lonmin and helps strengthen its
balance sheet.
At the turn of 2019, the acquisition
of Lonmin by Sibanye-Stillwater seemed
to have been agreed with the South
African Competition Tribunal’s decision to
approve the deal on 21 November 2018.
Though as IJGlobal went to press the deal
was still being challenged in the courts
by the Association of Mineworkers &
Construction Union.
Even if the acquisition is not
completed, this re�nancing was essential
for the survival of Lonmin.
Debt: $200 million
Borrower: Lonmin Group
Lender: Pangaea Investment
Management
Tenor: 3 years
Legal advisers: Cliffe Dekker Hofmeyr,
Herbert Smith Freehills, Norton Rose
Fulbright
African FundraisingEmerging Africa Infrastructure FundInvestec Asset Management raised
around $387 million in debt �nancing
for the Emerging Africa Infrastructure
Fund (EAIF), bringing on board Allianz
Group as the strategy’s �rst commercial
institutional investor.
Allianz Global Investors arranged
the �nancing which consisted of senior
debt tranches of €75 million ($84 million)
and $12 million, both over 12 years.
Other lenders in the latest round of
fundraising included: Dutch development
bank FMO with $50 million over 10
years; KfW with €75 million and $50
million over 12 years; Standard Chartered
Bank with $50 million; and the African
Development Bank (AfDB) with $75
million over 10 years.
EAIF is part of the Private
Infrastructure Development Group
(PIDG), the donor-backed organisation
which blends public and private �nance
to reduce investment risk, promote
economic development and combat
poverty in fragile states.
Allianz’s investment in EAIF marks
the start of PIDG’s drive to attract greater
levels of funding from institutional and
commercial sources. As the �rst large
commercial lender to commit long-term
�nancing to an African infrastructure
fund, Allianz participation is expected
to encourage other institutional invests
to consider funding what is generally
considered risky African projects.
Total commitments: $385 million
Investors: Allianz Global Investors,
AfDB, KfW, FMO, Standard Chartered,
Standard Bank of South Africa
Tenors: 12 years (Allianz), 12 years
(KfW), 10 years (FMO), 10 years
(AfDB)
Fund manager: Investec Asset
Management
Legal advisers: Clifford Chance, Norton
Rose Fulbright
African M&AAIIM Acquisition of SEGAP StakeThis deal saw African Infrastructure
Investment Managers (AIIM) acquire a
50% shareholding in a portfolio of airport
concession equity interests across West and
Central Africa from Egis Group.
AIIM obtained access to the
portfolio by purchasing a 50% equity
stake in holding company Société
d’Exploitation et de Gestion Aéroportuaires
(SEGAP), through the Africa Infrastructure
Investment Fund 3 (AIIF3).
France’s Egis Group, controlled by
the Caisse des Dépôts Group, retains a
50% equity share in SEGAP which holds
interests in three concession companies
operating �ve airports.
The airports in SEGAP’s portfolio
comprise: Abidjan Airport in Cote
D’Ivoire (operated by AERIA); Libreville
Airport in Gabon (operated by ADL);
Brazzaville Airport in Republic of Congo
(operated by AERCO); Ollombo Airport
in Republic of Congo (operated by
AERCO); and Pointe Noire Airport in
Republic of Congo (operated by AERCO).
SEGAP’s shareholdings in the three
concession companies are: 51% stake
in ADL (concession runs 1988-2018);
31.7% stake in AERIA (concession runs
1996-2029); and 27.1% stake in AERCO
(concession runs 2011-2036).
The transaction marks AIIM’s
entry into Cote D’Ivorie, Gabon and the
Republic of Congo, and is also the fund
manager’s �rst airport investment since
the divestment of Kilimanjaro Airport
Development Company in 2009.
Target: Société d’Exploitation et de
Gestion Aéroportuaires (SEGAP)
Buyer: African Infrastructure
Investment Fund 3
Seller: Egis Group
Advisers: Clifford Chance, KSK
Advocats, Alevina Partners, Cabinet
Gomes, Consilium Aviation, Ibis
Consulting, KPMG, Aon
Page
36 North American PPP LAX Automated People Mover
37 North American Rail Finch West LRT
37 North American Roads Gordie Howe International Bridge
37 North American Social Infrastructure Royal Inland Hospital Patient Care Tower
38 North American Telecoms Tillman Infrastructure
38 North American Transmission & Distribution LS Power Transmission Portfolio Financing
38 North American Energy Storage Pinal Central Energy Center
39 North American M&A NextEra Western Renewables Partners
39 North American Oil & Gas Corpus Christi LNG Train 3
39 NorthAmericanSolar AcquisitionandRefinancingof8point3
40 North American Wind CED Wind Portfolio
40 North American Power South Field Energy
40 NorthAmericanRefinancing RhodeIslandStateEnergyCenter
NorthAmerica
35ijglobal.com Spring 2019
36ijglobal.com Spring 2018
IJGLOBAL AWARDS 2018IJGLOBAL AWARDS 2018
North American PPPLAX Automated People MoverAs a mass-transit solution, California’s
$2.5 billion Los Angeles Automated
People Mover (APM) breaks new ground
for �nancing in the US, delivering a
2.25 mile elevated electric train system,
connecting parking facilities to the
international airport.
This is the �rst time that a DBFOM
PPP model has been used for a transport
system of this nature at a US airport,
making Los Angeles International Airport
(LAX) a P3 path�nder with a challenging
bank/bond hybrid model.
The APM will provide a free service
to transport 30 million passengers per
year between the central terminal area of
LAX and off-airport intermodal transport
facilities and a consolidated rental car
service – currently under tender as a P3
with four bidders in place: Consolidated
Rent-A-Car (ConRAC).
FinancingThe project has an all-in, design/build
capex of a shade more than $2 billion
and the project is designed to reduce
travel times and congestion, while hugely
enhancing user experience.
The LINXS consortium closed
�nancing on the $2.23 billion project with
$103 million equity, $1.29 billion private
activity bonds (PABs), $269 million short-
term bank loan, and $1.032 billion in
landmark payments (the last of which is
used to retire the construction loan).
The $103 million equity tranche
was provided by the primary players in the
LINXS consortium:
• Balfour Beatty Investments (27%)
• Fluor Enterprises (27%)
• ACS Infrastructure Development (18%)
• Hochtief PPP Solutions (18%)
• Bombardier (10%)
The California Municipal Finance
Authority issued $1.29 billion in 29-year
senior lien revenue bonds on behalf of
the sponsor consortium. They were rated
BBB+ by Fitch Ratings.
The bonds were arranged by
Citigroup, Bank of America Merrill
Lynch and local player Ramirez & Co,
split across two liens: 2018A and 2018B
notes. They priced on 5 June at an all-in
cost of 4.1%.
The 5.5-year construction loan of
$269 million was provided by a club of
�ve MLAs:
• CIBC
• Korea Development Bank
• Mizuho (administration agent)
• SMBC
• TD Bank
Bank debt priced at 380bp all-in – a
margin of 80bp above Libor – �at for the
duration of the loan. KDB is not able to
offer swaps, so that was distributed across
four other MLAs.
There is a debt service cover ratio
minimum of 1.15, averaging out at 1.18
DSCR over the loan life.
The bank facility does not draw
until construction is well advanced –
three to four years – as the SPV receives
six milestone payments from the airport
authority that average out at $172
million, awarded on completion of design/
construct work stages.
The bond was deployed
immediately, followed by the six milestone
payments which amount to $1.032 billion
(taking the �nancing up to the $2.23
billion total, avoiding double-counting).
The bank debt is drawn towards the end
of construction, and is repaid by the �nal
milestone payments. At �nancial close,
the banks were essentially charging a
commitment fee.
LAX will cover availability
payments to the concessionaire from rental
car customer facility charges and other
airport operating revenues.
Non-equity member of the LINXS
consortium include:
• Flatiron West (contractor)
• Dragados (contractor)
• HDR Engineering (designer)
• HNTB Corporation (designer)
• White & Case (legal adviser)
• Ramirez & Co (�nancial adviser)
Construction of the guideway – the
elevated track along which the APM will
run – starts late summer, and building
work will start on the six stations towards
the end of 2019.
The �rst of the 44, fully-electric cars
will be delivered in late 2020. To boost green
credentials, the vehicles generate a portion
of their own power through regenerative
breaking, and they are 98% recyclable.
As a further nod to California’s
green agenda, the command centre/
maintenance facility generates half its
power from solar energy and it is designed
to be LEED Gold Certi�ed, offsetting the
carbon equivalent of 12 million vehicle
miles.
The APM will have nine trains with
four cars – each of which will carry up
to 50 passengers with luggage. There is
a maximum ridership of 200 people per
train which will arrive at stations every
two minutes, with an end-to-end travel
time of 10 minutes.
Total value: $2.5 billion
Total debt: $1.559 billion ($1.29
billion PABs, $269 million short-term
construction bank loan)
Equity: $103 million
Milestone payments: $1.032 billion
Sponsors: Balfour Beatty Investments,
Fluor Enterprises, ACS Infrastructure
Development, Hochtief PPP Solutions,
Bombardier
Grantor: Los Angeles World Airports
PABs underwriters: Citigroup, Bank of
America Merrill Lynch, Ramirez & Co
Construction loan lenders: CIBC, Korea
Development Bank, Mizuho, SMBC,
TD Bank
Bank debt pricing: 380bp all-in – a
margin of 80bp above Libor – �at for
the duration of the loan
PABs pricing: all-in cost of 4.1%.
Advisers: Nossaman, White & Case,
Ramirez & Co, EY, MUFG Bank,
Citigroup, Bank of America Merrill
Lynch, Ashurst, Nixon Peabody, Jones
Hall, BTY Group
Financial close date: 8 June 2018
37ijglobal.com Spring 2019
IJGLOBAL AWARDS 2018IJGLOBAL AWARDS 2018
North American Social InfrastructureRoyal Inland Hospital Patient Care TowerEllisDon’s consortium reached �nancial
close on the Royal Inland Hospital
Patient Care Tower project in British
Columbia in November 2018 with the �rst
internationally accredited green bond in
the Canadian P3 market.
The project will see the development
of a state-of-the-art facility that will
improve patient care for the city of
Kamloops and the surrounding region.
HSBC was sole underwriter and
bookrunner on the C$153 million ($114.6
million) bond �nancing split between two
tranches: C$64 million in Series A bonds
with a coupon of 3.930%, which mature
on 31 October 2038; and C$89 million in
Series B bonds with a coupon of 4.148%,
which mature on 30 November 2051.
Meanwhile, the Interior Health
Authority is expected to pay 43% of
capital costs; amounting to around
C$124.5 million in construction
milestone payments.
Total value: C$417.2 million
Debt: C$153 million
Equity: C$14.3 million
Milestone payments: C$124.5 million
Sponsor: EllisDon
Grantor: British Columbia’s Health
Ministry
Lender: HSBC
Tenor: 20 years (Series A bonds), 33
years (Series B bonds)
Pricing: 144.7bp above the Government
of Canada benchmark (Series A bonds),
165.1bp above the Government of
Canada benchmark (Series B bonds)
Advisers: Boughton Law Corporation,
John Singleton QC, PwC, LTA
Consultants, Fasken Martineau
DuMoulin, IBI Group and
subcontractors WSP Group, CWMM
Consulting Engineers, GUNN
Consulting, RWDI Air and Singleton
Urquhart
Financial close date: 14 November 2018
North American RoadsGordie Howe International BridgeThe Gordie Howe International Bridge
P3 is one of the largest ever infrastructure
projects in North America, taking 18 years
from completion of its cross-border traf�c
study in 2000 to �nancial close.
The new $5.7 billion six-lane
bridge across the Detroit River between
Windsor, Ontario, and Detroit, Michigan,
will comprise a new end-to-end transport
system that will include associated border
inspection plazas and connections to the
freeway systems in Ontario and Michigan.
The deal closed through a
combination of PABs and a senior
construction loan. The lead underwriters
of the C$446.4 million ($349.3 million)
bonds were HSBC and RBC. Bonds were
split as a medium-term tranche of C$157.1
million with a pricing coupon of 4.023%
due 31 May 2038 and a long-term tranche
of C$289.3 million with a pricing coupon
of 4.341% due 31 August 2053.
Desjardin, HSBC, Mizuho, RBC and
TD Securities lent on the C$587.14 million
short-term senior construction loan facility
on equal footing.
Total value: $5.7 billion
Total debt: C$1.033 billion
Progress payments: C$2.74 billion
Capital payments: C$37.5 million from
the WBDA
Equity: C$93.04 million
Sponsors: ACS Infrastructure, Fluor
Canada, Aecon Concessions, AECOM
Grantor: Government of Canada, the
state of Michigan
Lenders: Desjardin, HSBC, Mizuho,
RBC, TD Securities
Tenor: 20 years (medium-term tranche),
35 years (long-term tranche)
Pricing: 4.023% coupon on medium-
term tranche, 4.341% coupon on long-
term tranche
Advisers: McCarthy Tétrault, BTY,
INTECH, Deloitte, Fasken, Warner
Norcross & Judd, Parsons
Financial close date: 28 September 2018
North American RailFinch West LRTThe Mosaic Transit Group reached
commercial and �nancial close on the Finch
West Light Rail Transit project in Toronto
in May 2018 despite delays to the tender.
The project was for the DBFM
of an 11km LRT to run along a semi-
exclusive lane on Finch Avenue. Plans
also included a below-grade terminal stop
at Humber College, 16 surface stops and
a station at Keele Street.
The project was �nanced using
a combination of C$611 million ($458
million) short-term bank debt and long-
term bonds. The bonds were split between
C$60.65 million in Series A notes with
a 4.111% coupon, which mature on 28
February 2038, and C$121.1 million in
Series B notes with a 4.470% coupon,
which mature on 28 February 2053.
Infrastructure Ontario and
Metrolinx originally issued an RFQ for
the concession in September 2015, but
the tender was delayed due to problems
with the procurement of �eet vehicles. An
RFP was issued two years later (December
2017) to three shortlisted groups.
Total value: C$2.5 billion (C$1.2
billion in construction costs)
Total debt: C$792.75 million
Federal funding: C$333 million
Equity: C$25 million
Sponsors: Aecon, ACS Infrastructure
Canada, CRH Canada Group
Grantor: Infrastructure Ontario
Lenders: Mizuho, TD Bank, Desjardins,
ATB Financial and RBC Capital
Markets on the short-term bank debt;
and HSBC and RBC Capital Markets
on the long-term bonds
Tenor: 20 years (Series A notes), 35 years
(Series B notes), 7 years (bank debt)
Pricing: Around 100bp above Libor
(bank debt)
Advisers: RBC Capital Markets,
McCarthy Tétrault, McMillan, Infrata,
Deloitte, Norton Rose Fulbright,
AECOM, P1 Consulting, Aon
Financial close date: 7 May 2018
IJGLOBAL AWARDS 2018 IJGLOBAL AWARDS 2018
38ijglobal.com Spring 2019
North American Energy StoragePinal Central Energy CenterNextEra Energy Resources reached
�nancial close on the $62 million Pinal
Central Solar Energy Center in Arizona in
May 2018, one of the �rst project �nance
deals for storage capacity in the US. The
deal comprised an integrated solar power
plant and battery system.
Mizuho and MUFG Bank provided
a $45 million loan with a tenor of 18 years
to build the 20MW solar PV generation
facility and associated 10MW lithium-ion
battery storage system.
The term loan was structured
to mitigate solar resource and energy
storage risk.
The Salt River Project has a 20-year
PPA to buy all the electricity produced by
the plant until 2037. The utility will meet
20% of its retail electricity requirements
through sustainable resources by 2020.
Tesla supplied a lithium-ion battery
that can provide four hours of discharge
at 10MW for the Pinal Central project.
The single-axis tracker solar panels were
supplied by First Solar.
At the time, Pinal Central was
Arizona’s largest combined solar-and-
storage system and was the �rst of three
“grid-scale” battery storage projects that
are expected to connect to Salt River
Project’s grid system.
Total value: $62 million
Debt: $42 million
Equity: $20.5 million
Sponsor: NextEra Energy Resources
Lenders: MUFG Bank, Mizuho
Tenor: 18 years
Advisers: Sullivan & Cromwell,
Simpson Thacher & Bartlett, Squire
Patton Boggs
Financial close date: 29 May 2018
North American Transmission & DistributionLS Power Transmission Portfolio FinancingLS Power �nanced three US transmission
projects with a combination of holding
company and operating company debt in
September 2018.
The transmission projects are:
DesertLink project (opco); Silver Run
project and an associated substation in
New Castle County (opco); and Republic
transmission line (holdco).
MUFG Bank served as coordinating
lead arranger, joint lead arranger and joint
bookrunner, admin agent, collateral agent
and issuing bank.
BNP Paribas and CoBank also
served as coordinating lead arrangers,
joint lead arrangers and joint bookrunners
on all three transactions.
Financing comprised:
• Republic: �ve-year $180 million term
loan with a $14 million revolving
facility and $6 million credit facility
• DesertLink: $103 million term loan
and $7 million revolving facility with a
maturity of construction plus 18 months
• Silver Run: $73 million term loan and
$10 million revolving facility with a
maturity of construction plus 18 months
The assets are FERC regulated
utilities earning a regulated rate of return.
All three term loan transactions
were structured with no required
amortization. Debt service is interest-only.
Total value: $456 million
Total debt: $393 million
Total equity: $62 million
Grantor: LS Power Associates
Lenders: MUFG Bank, BNP Paribas,
CoBank
Tenor: 5 years (Republic), construction
plus 18 months (DesertLink and Silver
Run)
Advisers: Latham & Watkins, Simpson
Thacher & Bartlett
Financial close date: 12 September 2018
North American TelecomsTillman InfrastructureTillman Infrastructure received an initial
investment of $500 million from La
Caisse de dépôt et placement du Québec
(CDPQ) and AMP Capital to �nance
the construction of new telecoms towers
across the US.
CDPQ provided $300 million while
AMP Capital provided $200 million.
The total investment from CDPQ
and AMP Capital could reach $1 billion,
though this is dependent on future
growth needs.
The funding will enable Tillman to:
• meet current demand for coverage in
additional locations
• provide new service opportunities for
carriers
• increase overall communications
infrastructure across the US
Global TMT investment banking
boutique Q Advisors acted as �nancial
adviser to Tillman. Latham & Watkins
served as legal counsel to the lenders
and Sullivan & Cromwell represented
the sponsor.
According to Tillman, mobile
service providers plan to spend 15-20% of
their revenue on capital expenditure over
the next few years. This is to meet growing
demand from consumers and cater to ever-
increasing mobile data traf�c.
Total value: $500 million
Sponsor: Tillman Infrastructure
Lenders: La Caisse de dépôt et
placement du Québec (CDPQ), AMP
Capital
Advisers: Q Advisors (�nancial adviser
to Tillman Infrastructure), Sullivan &
Cromwell (legal adviser to Tillman
Infrastructure), Latham & Watkins
(legal adviser to the lenders)
Administrative agent: Wilmington Trust
Financial close date: 20 July 2018
IJGLOBAL AWARDS 2018 IJGLOBAL AWARDS 2018
39ijglobal.com Spring 2019
North American SolarAcquisition and Refinancing of 8point38point3 Energy Partners became the
seventh yieldco to lunch in the US when
its IPO was launched in 2015. SunPower
Corporation and First Solar sold roughly
35% of its equity to public shareholders.
By the time 100% of 8point3 was
sold to Capital Dynamics’s Clean Energy
Infrastructure Fund V for $1.7 billion in
June 2018, the portfolio had grown to
15 solar projects with a total generating
capacity of 945MW located in California,
Colorado and Maryland.
The deal was �nanced through a
bridge-to-bond structure where a $1.16
billion bridge loan was taken out just
three days after the completion of the
acquisition by a set of private placement
notes totalling $1.3 billion.
The portfolio was split into two
separate non-cross collateralised holdcos,
with each raising long-term private
placement notes.
Acquisition price: $1.7 billion
Initial bridge �nancing: $1.1 billion
bridge loan and $60 million LoC
Long-term �nancing: $1.29 billion
Equity: $470 million
Buyer/sponsor: Capital Dynamics
Seller: SunPower Corporation (36.5%),
First Solar (28%), public shareholders
(35.5%)
Bridge loan lenders: MUFG Bank,
MassMutual, CBA, Key Bank
Known private placement investor:
AllianzGI
Tenor: Long-term debt split between a
17.5-year private placement and a 25.5-
year private placement
Pricing: 17.5-year debt pricing starts at
175bp above US Treasuries, 25.5-year
debt at 180bp
Advisers: Amis Patel & Brewer,
Goldman Sachs, Bank of America
Merrill Lynch, Evercore, Baker Botts,
Skadden, Richards Layton & Finger PA,
Mayer Brown, Milbank
Financial close date: 19 June 2018
North American Oil & GasCorpus Christi LNG Train 3The Corpus Christi LNG export facility in
Texas of�cially began producing lique�ed
natural gas (LNG) in November 2018,
with the �rst train due to enter commercial
service in Q1 2019.
The project’s sponsor Cheniere
Energy upsized and amended existing debt
facilities last year to fund construction of
the facility’s third train. Cheniere raised
roughly $4.5 billion to replace the existing
debt facilities and a further $1.8 billion to
fund construction of the new train.
Demand from lenders was
signi�cant, with sources suggesting that
Cheniere only awarded 14% of what each
bank had offered to lend. More than 40
banks participated.
The �nancing increased the project’s
working capital facility to $1.2 billion,
providing funds for revolving working
capital loans, letters of credit and bridging
loans for ongoing operations and natural
gas purchases.
Total debt: $6.137 billion
Sponsor: Cheniere Energy
Lenders: ABN AMRO, Apple Bank
For Savings, Banco Sabadell, Bank
of America, Bank of China, BBVA,
CaixaBank, CIBC, China Merchants
Bank, CIC Bank, CIT Group, Citibank,
CBA, Crédit Agricole, Credit Suisse,
DBS Bank, FirstBank Puerto Rico,
Goldman Sachs, HSBC, ICBC, ING
Capital, Intesa Sanpaolo, JPMorgan,
KEB Hana Bank, KfW IPEX-Bank,
Korea Development Bank, LBBW,
Lloyds, Mizuho Bank, Morgan Stanley,
MUFG Bank, National Australia Bank,
Raymond James, RBC Capital Markets,
Santander, Scotiabank, Siemens Bank,
Société Générale, Standard Chartered
Bank, SMBC, Wells Fargo
Tenor: 6 years and 1 month
Pricing: 200bp above Libor
Advisers: Société Générale, Sullivan
& Cromwell, Norton Rose Fulbright,
Lummus Consultants, Aon
Financial close date: 22 May 2018
North American M&ANextEra Western Renewables PartnersAt �rst glance this deal could seem like a
simple transfer of a portfolio of renewable
energy assets in the US from one
subsidiary of NextEra Energy to another.
It is in fact far more complex.
In September 2018, publicly
traded NextEra Energy Partners (NEP)
and BlackRock Global Energy & Power
Infrastructure formed a joint venture
to acquire 10 wind farms and one solar
project with a combined generating
capacity of 1.388GW from NextEra
Energy Resources.
BlackRock is funding the
acquisition through a combination of
equity and proceeds from back-leveraged
credit facilities provided by a group of
commercial banks led by Citibank.
Under the deal, BlackRock receives
limited cash distributions from the
portfolio during the initial three years and
but then 80% thereafter.
NEP has a call option to buy out
BlackRock’s equity interest from the
fourth year of the JV agreement for a �xed
payment of $750 million plus a �xed pre-
tax return during years four and �ve.
Total value: $1.355 billion
Debt: $983 million ($500 million
term loan; $48.6 million delayed draw
facility; $34.3 million LC facility; $400
million margin loan facility extended to
separate BlackRock-owned obligor)
Buyer: BlackRock Global Energy &
Power Infrastructure II Advisors
Seller: NextEra Energy Resources
Lenders: Citibank, CoBank,
Commerzbank, DnB NOR Bank, Key
Bank, Mizuho Bank, MUFG Bank,
Wells Fargo, Zions Bancorporation
Tenor: 7 years for all debt, except
delayed draw facility which is 3 years
Advisers: MUFG Bank, Citibank,
Simpson Thacher & Bartlett, Latham
& Watkins
Financial close date: 21 December 2018
IJGLOBAL AWARDS 2018
40ijglobal.com Spring 2019
North American RefinancingRhode Island State Energy CenterThe Carlyle Group closed on the
re�nancing of its 594MW Rhode Island
State Energy Center (RISEC) in July 2018.
The deal consisted of a seven-year
$315 million loan A and $45 million
revolver. Investec was the sole bookrunner
on the transaction which featured a
syndicate of over 20 banks.
A three-year tolling agreement with
Shell and �rm capacity payments from the
ISO-NE serve as hedge for the revenues
between January 2019 and December 2021.
The hedging agreements have shorter tenors
than the �nal maturity of the term loan.
The amortizing term loan was
priced at 275bp above Libor, representing
a healthy 2% cut in debt margin for the
borrower. The previous �nancing, which
was signed 2.5 years ago, comprised a
$325 million term loan B priced at 475bp
due 2022, and a $50 million revolving
facility due 2020.
Carlyle Group acquired RISEC
from Entergy in December 2015, for $490
million. The plant has been operational
since 2002.
The drop in the interest rates and
the large number of banks participating on
the syndication showed the large appetite
for the transaction. This re�nancing is
seen as a milestone for partially contracted
gas-�red plants, since the banks provided
a more favourable pricing and terms than
the institutional market.
Total value: $590 million
Debt: $363 million
Sponsor: Carlyle Group
Lenders: Capital One, China Merchants
Bank, Crédit Agricole, East West Bank,
ICBC, Investec, KEB Hana Bank,
MUFG Bank, SMBC
Tenor: 7 years
Pricing: 275bp above Libor
Legal advisers: Skadden, Latham
& Watkins
Financial close date: 20 July 2018
North American PowerSouth Field EnergyAdvanced Power reached �nancial close
on the 1,182MW South Field CCGT
power plant in Ohio, on 23 August 2018.
The transaction was one of the most
prominent green�eld deals to close in the
PJM Interconnection in 2018 with seven
equity investors and a club of 14 lenders
signed on the �nancing.
The �nancing featured a bene�cial
ratio and debt sizing methodology that
took into consideration contractual
capacity payments and multi-year revenue.
PJM, a regional transmission
organization (RTO) that coordinates the
movement of wholesale electricity across
13 US states and the District of Columbia,
was facing questions about power prices –
and the possibility of an overbuilt power
market – which made it more dif�cult
for green�eld projects to close in 2018.
The South Field deal, however, was
oversubscribed.
Both equity and debt investors
included unusual names for the US market,
with heavy participation of Asian investors.
The �nancing was divided into two
tranches: the banking tranche of just under
$500 million priced at 325bp above Libor,
while the $150 million �xed-rate tranche
priced at 6.2%.
Total value: $1.3 billion
Debt: $760 million
Equity: $650 million
Sponsor: Advanced Power
Lenders: Crédit Agricole, CIT Group,
GE Capital, NH Investment Securities,
ABN AMRO, Atudot Pension Fund,
Bank of America, Clal Insurance,
Morgan Stanley, Woori Bank, PIA
Investment Management, ICBC,
National Australia Bank
Tenor: 5 years
Pricing: 350bp (�rst 3 years) and 375bp
(last 2 years)
Advisers: Whitehall & Company,
Bracewell
EPC contractor: Bechtel
Financial close date: 23 August 2018
North American WindCED Wind PortfolioThe CED Wind Portfolio is a grouping
of �ve wind farms across Montana and
South Dakota entirely owned by an
indirect subsidiary of Consolidated Edison
Development with an aggregate capacity
of 180MW.
Three of the projects are operational
and the other two were due to reach
commercial operations in late 2018.
The owner completed a �nancing
of the portfolio on 25 September 2018.
The deal was the �rst broadly syndicated
unrated wind power project issued in the US
private placement market in over a decade.
The debt was split between a $140
million 10-year private placement, an
$18.2 million PPA letter of credit, a $10.5
million DSR letter of credit, and a $2.9
million O&M letter of credit. Proceeds
will be used to fund construction and
operation of the assets.
Keybanc Capital Markets and
MUFG Bank were arrangers of the bonds
and provided the letter of credit.
Six investors made offers totalling
almost $1 billion with four institutions
bidding the cover amount, demonstrating
signi�cant demand.
All the assets bene�t from 20- to 30-
year PPAs with Northwestern Corporation
and Basin Electric Power Cooperative. The
portfolio also bene�ts from production
tax credit revenues that compensate the
projects at the statutory rate.
Total value: $356 million
Debt: $171.6 million
Sponsor: Consolidated Edison
Development
Tenor: 10-year private placement
Pricing: 160bp above 5-year US
Treasuries
Placement agents: MUFG Bank,
Keybanc Capital Markets
Collateral agent: BNY Mellon
Legal advisers: Greenberg Traurig,
Shearman & Sterling
Financial close date: 27 September
2018
Page
42 LatinAmericanRefinancing AltoMaipoHydropower
43 LatinAmericanMidstreamOil&Gas ElEncino-LaLagunaPipelineRefinancing
43 LatinAmericanRoads RutadelCacao
43 LatinAmericanTransmission&Distribution CajamarcaTransmissionLineRefinancing
44 LatinAmericanWater SpenceMineDesalination
44 LatinAmericanUpstreamOil&Gas SepiaMV30FPSO
44 LatinAmericanMining&Metals FrutadelNortePhaseII
45 LatinAmericanDownstreamOil&Gas PetroperúCESCE-guaranteedcreditfacility
45 LatinAmericanM&A ActisAcquisitionofInterGenMexicanPortfolio
45 LatinAmericanAirports SalvadordeBahiaAirport
46 LatinAmericanPower PortodeSergipe1LNGtoPower
46 LatinAmericanSolar CerroDominador
46 LatinAmericanWind MesaLaPaz
Latin America
41ijglobal.com Spring 2019
42ijglobal.com Spring 2019
IJGLOBAL AWARDS 2018IJGLOBAL AWARDS 2018
Latin American RefinancingAlto Maipo HydropowerThe $3 billion Alto Maipo Hydropower
re�nancing closed in May 2018 despite
cost overruns, changes in equity
ownership, modi�cations to the list of
original lenders, huge cuts to the debt
book, and a technical default.
It will play a key role in transforming
Chile’s energy matrix, diversifying it
towards cleaner sources and reducing its
dependence on fossil fuel generation.
The 531MW hydropower project
has several attractive features: it is located
just 50km south east of Chile’s capital,
Santiago, thereby reducing transmission
costs; its waterways near the turbine
rooms are mostly underground, so the
risk of �ooding is reduced; and it has
government-support to supply zero-
emission electricity to the country’s centre
of power.
The civil works agreement included
the construction of 73km of tunnels on
a lump sum �xed-price contract, which
covers both the work that has already
been undertaken as well as all future
work provided by the contractor. This
reduces geological and construction risks
associated with the project for AES Gener.
Alto Maipo comprises two run-of-
river facilities, the 275MW Alfalfal II in the
Colorado River sub-basin and 256MW Las
Lajas on the Maipo River, west of Santiago.
Even with delays, it has progressed and, to
date, reached 65% of completion.
A brief historyThis third major negotiation – and second
�nancial restructuring in a little more than
a year – had cost overruns of $1 billion.
To fully understand the second
restructuring package, it is crucial to
understand the history of the project.
The developers originally submitted
an environmental impact statement for the
plant in 2006, but it was only approved in
2012. A �rst �nancing package was signed
in 2013 with then-project sponsors AES
Gener (60%) and Antofagasta Minerals’
Minera Los Pelambres (40%), with a debt-
to-equity ratio of 70:30.
Following delays, cost overruns
and engineering challenges, Antofagasta
(owned by Chilean conglomerate Luksic)
dropped out of the Alto Maipo project
in January 2017, having already invested
$350 million towards construction.
AES Gener assumed Antofagasta’s
40% equity stake for a symbolic amount.
In return, the cost of electricity produced
at Alto Maipo to be sold under a power
purchase agreement (PPA) to the Los
Pelambres mine was reduced by 15%.
With costs mounting and the exit of a
large sponsor, Alto Maipo was restructured
for the �rst time in March 2017.
However, in June of the same
year, AES Gener �red its contractor
Constructora Nuevo Maipo (CNM),
putting the project into technical default.
Chile then saw power prices
drop signi�cantly, impacting cash
�ow projections and making a second
re�nancing necessary.
At that point, the power plant was
54% complete and faced debt liabilities
of $613 million. The sponsors felt at this
point that the project should still go ahead,
resulting in the successful renegotiations of
the second re�nancing.
Strabag: From EPC to shareholder and lender The project had a vastly in�ated project
cost, rising from an original construction
budget of $2 billion to a cost of $3.4 billion.
Strabag entered the project as an
EPC contractor but later became a minority
equity shareholder, receiving shares as part
of its payment for its EPC contract.
The equity holders of Alto Maipo
now comprises: AES Gener (93%) and
Strabag AG (7%).
Unusually, Strabag also took on a
lending role on the project. Its Chilean
subsidiary was initially awarded a contract
to build part of the hydropower complex
in 2012.
The total required equity
contribution increased from $800 million
to $1.45 billion.
AES Gener said at the time that up to
$400 million of equity commitments would
be funded with cash from operations,
reducing the pressure on sponsors.
The renegotiated the tunnelling
contract price to be paid in equity, and
introduced a supplier �nancing loan to
cover part of the tunnelling contract price.
DebtOn the debt side, there was a traditional
restructuring, but the project also saw the
banking line-up change. The International
Finance Corporation (IFC) and KfW
exited the project by selling their stakes to
Deutsche Bank.
The new book of lenders comprised
the Inter-American Development Bank
(IDB), Overseas Private Investment
Corporation (OPIC), Banco Estado, Itaú
Corpbanca, DNB Bank ASA, Deutsche
Bank and Strabag.
The new debt package is to be
repaid in 20 years after completion of the
project, which is expected in 2020.
Total value: $3 billion
Debt: $1.245 billion
Project company: Alto Maipo
Sponsors: AES Gener (93%), Strabag
(7%)
Lenders: Inter-American Development
Bank (IDB), Overseas Private
Investment Corporation (OPIC), Banco
Credito de Inversiones, Banco del
Estado de Chile, Itaú Corpbanca, DNB
Bank ASA, Deutsche Bank
Tenor: 20 years after completion
EPC contractor: Strabag
Legal advisers: Norton Rose Fulbright
(senior lenders’ adviser), Baker Botts
(Alto Maipo’s adviser), Claro & Cia
(AES Gener’s adviser), Bo�ll Mir &
Álvarez Jana Abogados (Antofagasta
Minerals’ adviser), Carey (lenders’
Chilean adviser), Chadbourne &
Parke (lenders’ US adviser), Eyzaguirre
(Strabag’s Chilean adviser), Pepper
Hamilton (Strabag’s NY adviser)
Financial close date: 8 May 2018
43ijglobal.com Spring 2019
IJGLOBAL AWARDS 2018IJGLOBAL AWARDS 2018
Latin American Transmission & DistributionCajamarca Transmission Line RefinancingNatixis put together an innovative
re�nancing structure on a previous loan
facility for the Cajamarca Transmission Line
project in Peru which signed in August 2018.
Natixis acted as sole arranger on
a $175 million, 29-year hybrid private
placement and �xed-rate loan.
As well as acting as sole arranger,
Natixis was sole placement agent, sole
rating advisor, bookrunner of the notes
and administrative agent of the loan.
The re�nancing structure consisted
of a $75.3 million �xed/�oating-rate
senior secured term loan facility and a
$99.5 million aggregate principal amount
of senior secured notes.
The bank privately placed $100
million to three US insurance companies –
American General Life Insurance Company,
Paci�c Life Insurance Company and
Metropolitan Life Insurance Company –
with the remainder of the �nancing sourced
by Natixis through a �xed/�oating-rate loan.
The dual placement strategy of
private placement and �xed rate loan
involving institutional investors through
Natixis’ co-�nancing partnership allowed
the bank to tackle two different pockets of
liquidity at attractive terms.
Banco de Crédito acted as local
collateral agent and trustee.
The Cajamarca transmission line
reached �nancial close in 2015 with
sponsors Bow Power (a subsidiary of ACS
Group) and New York-headquartered
Global Infrastructure Partners (GIP).
Total value: $175 million
Sponsor: Bow Power
Lender: Natixis
Tenor: 29 years
Advisers: Baker & Mckenzie, Clifford
Chance, Rodrigo, Elías & Medrano
Abogados, Estudio Saco-Vertiz &
Landerer
Financial close: 27 August 2018
Latin American RoadsRuta del CacaoThe Ruta del Cacao concessionaire reached
�nancial close on the Bucaramanga-
Barrancabermeja-Yondó 4G highway
project in Colombia in October 2018.
It is the 14th project from the
4G programme to reach �nancial close.
Local institutions provided 38% of
the total, institutional investors 31%,
international institutions 19% and FDN
the remaining 12%.
The Ruta del Cacao concessionaire
was awarded the 25-year concession for
the DBFOM contract in 2015.
Lenders provided a Ps1.6 trillion
($663 million) debt package, comprising
Ps1.575 trillion in senior debt and a Ps105
billion liquidity facility. The �nancial
institutions that provided the debt were
Bancolombia, BBVA, BlackRock, FDN,
Inter-American Development Bank (IDB)
and Unión Para la Infraestructura (UPI).
Meanwhile, FDN was responsible
for providing 16.73% directly, and 32.3%
directly and indirectly. The Colombian
development bank provided a total of
Ps280.9 billion in senior debt and $105
billion in the liquidity line. With its credit
line in local currency, it also participated
indirectly with Ps206.9 billion (or 15.5% of
the total debt), which was granted by IDB.
Total value: Ps2.1 trillion
Total debt: Ps1.6 trillion (Ps1.575
trillion senior debt, Ps105 billion
liquidity facility)
Borrower: Concesionaria Ruta del
Cacao
Sponsors: Cintra Infraestructuras
Colombia, MC Victorias Tempranas,
RM Holding
Lenders: Bancolombia, BBVA,
BlackRock, FDN, IDB, UPI
Advisers: BBVA, Garrigues, Holland
& Knight, Brigard & Urrutia, Philippi
Prietocarrizosa Ferrero, MA Legal,
Skadden, DLA Piper, Pérez-Llorca,
Durán & Osorio Abogados Asociados,
Infrata, Salud Riesgos y Recursos
Humanos Consultores
Latin American Midstream Oil & GasEl Encino-La Laguna Pipeline RefinancingMexican energy developer Fermaca in
June 2018 completed a re�nancing of the
El Encino–La Laguna natural gas pipeline
in Mexico. The deal marked Allianz
Global Investors’ debut investment in
infrastructure debt in Latin America.
The roughly $805 million bank and
bond facility comprised a $450 million
fully amortizing bond with a tenor of 23
years, and a $255 million fully amortizing
term loan with a tenor of 14 years.
The �nancing also included a letter
of credit to support project contingent and
performance obligations. The size of the
guarantee was thought to be in the region
of $100 million.
AllianzGI acted as lead investor on
the $450 million bond tranche. The bond
was listed on the Singapore Stock Exchange
on 22 June 2018 with a coupon of 5.465%.
Meanwhile, the $255 million term
loan was provided by a group of banks
with NordLB acting as coordinating lead
arranger.
Joint bookrunners and joint lead
arrangers were BNP Paribas, ING, Mizuho
and NordLB. Banco Sabadell acted as
arranger with Deutsche Bank taking
on the roles of administrative agent,
settlement agent and collateral agent.
Total value: Around $805 million
Total debt: $805 million ($450 million
bond, $255 million bank debt, around
$100 million)
Borrower: Fermaca Pipeline El Encinco
Lead bond investor: AllianzGI
Bond tenor: 23 years
Bond pricing: Coupon of 5.465%
Bank lenders: NordLB, BNP Paribas,
ING, Mizuho, Banco Sabadell
Administrative agent: Deutsche Bank
Bank debt tenor: 14 years
Advisers: Milbank, Ritch Mueller,
Latham & Watkins, Galicia Abogados,
Lummus Consultants
Financial close date: 21 June 2018
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Latin American Mining & MetalsFruta del Norte Phase IIThis is the second �nancing closed by
Canadian miner Lundin Gold in as many
years for the development of its Fruta del
Norte gold project in the Cordillera del
Condor region of Ecuador.
Phase 2 of the deal was raised
from a syndicate of seven commercial
bank lenders, with Finnish export
credit agency Finnvera providing export
credit cover.
Tranche A is a $250 million senior
commercial facility, while tranche B is
a $100 million senior covered facility
under a raw material guarantee from
Finnvera.
The debt has a tenor of eight years
with a �nal maturity of no later than June
2026, based on a schedule amortisation
starting at the end of 2020.
Over its 13-year mine life, the
mine is forecast to produce 4.4 million
ounces of gold and 5.2 million ounces of
silver. Fruta del Norte was due to start
operations in Q1 2019.
The project bene�ts from a gold
concentration offtake agreement, whereby
the company will sell approximately half
of its gold concentrate production over the
�rst eight years of operations to Boliden, a
high-tech metal company with a network
of mines and smelters across Europe.
The �nancing and offtake agreement
are seen as �rst of a kind for Ecuador.
Total debt: $350 million
Sponsors: Lundin Gold
Bank lenders: Bank of Montreal, Bank
of Nova Scotia, Caterpillar Financial
Services, ING Capital, KfW IPEX-Bank,
Natixis, Société Générale
ECA: Finnvera
Tenor: 8 years
Pricing: 505bp above Libor for
uncovered tranche, 250bp for covered
tranche
Advisers: Endeavour Financial, Norton
Rose Fulbright, Lexim Abogados,
Milbank
Latin American Upstream Oil & GasSepia MV30 FPSOThe Sepia �eld project entails the
development of two oil �elds, Sepia and
Sepia Leste, both located off the coast of
Rio de Janeiro, Brazil.
Both �elds lie in the pre-salt layer of
the Santos Basin in Block BM-S-24, which
is jointly owned by operator Petrobras
(80%) and Galp Energia subsidiary
Petrogal Brasil (20%).
First oil from the project is expected
in 2021.
Petrobras signed a 21-year �oating
production storage and of�oading
(FPSO) charter agreement for the project
with the Sepia MV30 consortium in
October 2017.
The consortium consists of
MODEC, Mitsui, Mitsui OSK Lines,
Marubeni Corporation and Mitsui
Engineering & Shipbuilding.
To �nance delivery of the FPSO, the
sponsors raised close to $1 billion in debt
in March 2018, in what was the �rst FPSO
connected to Petrobras project �nanced in
almost three years.
Japanese ECAs JBIC and NEXI and
a group of commercial banks participated
in the �nancing. JBIC provided a direct
loan of almost half the total debt, while
NEXI wrapped part of the commercial
bank debt.
The FPSO will have a processing
capacity of 180,000 barrels of crude oil
equivalent per day, 212 million cubic feet
of gas per day, and 240,000 barrels of
water injection per day. It will also have
a total storage capacity of 1.4 million
barrels of crude oil.
Total debt: $987 million
Sponsors: Mitsui & Co, Marubeni
Bank lenders: ABN AMRO, ING
Group, Mizuho, MUFG Bank, OCBC,
Société Générale, SMBC
ECAs: JBIC, NEXI
Tenor: 15 years and 5 months
Legal advisers: King & Spalding,
Norton Rose Fulbright
Latin American WaterSpence Mine DesalinationA joint venture between Mitsui and
Tecnicas de Desalination de Agua
(Tedagua) signed in 2017 a 20-year
concession with BHP Billiton to build,
own, operate and transfer a desalination
plant serving the mining company’s
Minera Spence mine in Chile.
The resulting project �nancing,
which closed in June 2018, featured
signi�cant complexity given the project on
project risk involved.
The Spence mine desalination
project is part of a wider $2.5 billion
expansion of the mine that is intended to
extend its life by 50 years.
The 17-year senior debt facility
attracted a group of 11 lenders, with a mix
of experienced banks and institutions that
had not previously participated on deals
in the region before. Two of the lenders,
Santander and BBVA, also provided a
peso-denominated VAT facility.
Both Mitsui and Tedagua have
signed a hedging guarantee agreement that
is intended to make-whole lenders upon
the termination of the interest rate hedging
on the deal.
Total value: $706 million
Debt: $558 million ($472 million term
loan, $46 million in standby facilities,
$40 million VAT facility)
Sponsors: Mitsui & Co (50%), Tedagua
(50%)
Lenders: BBVA, Crédit Agricole
Group, ING Group, Intesa Sanpaolo,
Mizuho Bank, MUFG Bank, National
Australia Bank, Nippon Life Insurance,
Santander, SMBC, Sumitomo Mitsui
Trust Bank
Tenor: 17-year term loan, 9-year
standby facilities, 7-year VAT facility
Pricing: 237bp above Libor for large
tickets, 200bp for small tickets
Advisers: MUFG Bank, Allen &
Overy, Garrigues, Barros & Errázuriz
Abogados, Mayer Brown, Larrain y
Asociados, Mott MacDonald, EY,
Wood Mackenzie
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Latin American AirportsSalvador de Bahia AirportThis transaction featured the �rst full non-
recourse loan for an airport �nancing in
Brazil, a market where lenders often allocate
delay and overrun risk to the sponsors.
Vinci Airports of�cially took
over operations of Salvador de Bahia
Airport on 2 January 2018, having won
a 30-year concession for the operations,
maintenance, extension and upgrading
of the airport’s terminal and runways in
August 2017 under Brazil’s �fth round of
airport concession auctions.
Work includes a major expansion
of the existing airside infrastructure,
construction of a new departure area
and refurbishment. The �rst phase of the
project is expected to be complete by
October 2019.
To �nance phase one of the
renovation and expansion work, Vinci
signed a roughly R516 million ($134
million) loan on 29 June with Brazilian
regional development bank Banco do
Nordeste (BNB). The loan, which matures
in 20 years, is also the longest �nancing
for an airport in Brazil to date.
The loan from BNB was
complemented by a letter of credit
syndicated to seven banks, resulting in
a highly visible transaction in the local
market. Banks included Banco Bradesco,
Itaú Unibanco, Banco ABC Brasil, ABN
AMRO Bank, Banco BNP Paribas
Brasil, Intesa Sanpaolo Brasil and Banco
Sumitomo Mitsui Brasileiro.
Total value: R2.26 billion
Debt: R517 million
Borrower: Concessionária do
Aeroporto de Salvador
Sponsor: Vinci Airports
Lender: Banco do Nordeste (BNB)
MLAs: Bradesco, Itaú BBA, ABC Brasil,
ABN AMRO, Intesa Saopaolo, SMBC,
BNP Paribas
Tenor: 20 years
Advisers: BNP Paribas, Mattos Filho
Advogados, Vieira Rezende Advogados,
ALG, ICF, ERM, Gras Savoye
Latin American M&AActis Acquisition of InterGen Mexican PortfolioThis landmark transaction involved the
sale of one of the leading independent
power generating platforms in Mexico,
and saw Actis complete its largest
acquisition to date.
InterGen’s Mexican businesses
includes 2.2GW of capacity across six
operational CCGT plants and a 155MW
wind farm with partner IENova. The
portfolio also includes three gas compression
stations and a 65km gas pipeline.
InterGen, which is jointly owned by
Canadian Ontario Teachers’ Pension Plan
and China Huaneng Group/Guangdong
Yudean Group, announced plans to of�oad
its Mexican business interests in May 2017,
and entered into an agreement with Actis to
sell the portfolio for an enterprise value of
$1.256 million in December.
Actis was invested via the Actis
Energy 4 fund.
As part of the �nancing for the
transaction (including the acquisition and
to repay existing consolidated project
debt), Actis’ wholly-owned subsidiary
Cometa Energía issued $860 million of
senior secured notes due 2035 on the
Singapore Stock Exchange, and also
secured a separate credit facility. The
notes priced on 19 April 2018 and the
transaction closed the following week.
The platform was rebranded as
Saavi Energia.
Total value: $1.256 billion
Debt: $860 million
Buyer: Actis Energy 4
Seller: InterGen
Bond issuer: Cometa Energía
Bookrunners: BNP Paribas, Citigroup,
JP Morgan, Scotiabank, SMBC Nikko
Capital
Tenor: Due 2035
Pricing: 6.375% coupon
Advisers: Bank of America Merrill
Lynch, Barclays, Milbank, Skadden,
Creel, Galicia, Shearman & Sterling,
NautaDutilh, Loyens & Loeff
Latin American Downstream Oil & GasPetroperú CESCE-guaranteed credit facility Peru’s state-owned oil company Petróleos
del Perú (Petroperú) has been raising debt
to fund the $5.4 billion modernisatio
of its Talara re�nery since 2014. At the
beginning of 2018 it �nally reached
�nancial close on the project.
In 2014 it signed an EPC contract
with Técnicas Reunidas for the works
and closed a $500 million corporate debt
facility with three commercial banks.
Then it raised $2 billion in its �rst-
ever international bond placement in
2017, in an issuance that was �ve times
oversubscribed.
This latest debt facility features
six commercial banks providing $1.3
billion in 10-year debt, with Spanish ECA
Compañía Española de Seguros de Crédito
a la Exportación (CESCE) providing credit
insurance. Spain’s Instituto de Crédito
O�cial (ICO) also supported the deal with
an interest make-up agreement.
Works are due to increase the
production capacity of the re�nery from
62,000 to 95,000 barrels per stream
day. The project also aims to reduce the
environmental impact of the re�nery via the
production of fuels of improved quality, and
increase the plant’s ability to process heavy
crudes to improve operational �exibility.
Petroperú is still leaving open
the possibility of raising further debt
up to $600 million, if needed, to fund
construction. This debt is likely to be in
the form of another bond issuance.
Total debt: $1.3 billion
Sponsor: Petroperú
Initial MLAs, underwriters and
bookrunners: BBVA, BNP Paribas,
Citigroup, HSBC, JP Morgan,
Santander
ECA: CESCE
Tenor: 13 years
Pricing: Annual interest rate of 3.96%
Advisers: Allen & Overy, Estudio
Echecopar, Muñiz, Skadden
IJGLOBAL AWARDS 2018
46ijglobal.com Spring 2019
Latin American WindMesa La PazAES and Mexican conglomerate Grupo
Bal’s joint venture EnerAB closed on
the �nancing for the construction of the
306MW Mesa La Paz wind farm.
Located in the state of Tamaulipas,
the project bene�ts from a 25-year power
purchase agreement with Grupo Bal
subsidiary Grupo Peñoles. The tenor
of this agreement is signi�cantly higher
than the average of 15 years for private
offtakers in the country.
The project achieved a debt-to-
equity leverage of 76:24.
Financing comprised a $304.15
million senior secured notes due 2044,
$72.6 million in credit facilities and $63
million in a VAT working capital line.
The senior notes received a green-bond
certi�cate by S&P.
This structure means that the
�nancing covered the contracted cash
�ow and front loaded seven years of
merchant exposure.
Closed on 21 May 2018, the
transaction was one of the �rst green�eld
project bonds in Mexico to take
true construction risk and no credit
enhancements. The bonds were privately
placed in the US.
The �nancing also included
a delayed draw feature, which is a
characteristic usual to bank markets and
atypical in project bonds.
Total value: $580 million
Total debt: $440 million
Sponsors: AES, Grupo Bal
Placement agents: JP Morgan, BNP
Paribas
VAT provider: Bancomext
Tenor: 26.5 years
Pricing: 300bp above UST
Contractors: Acciona (balance of plant),
Vestas (wind turbine supplier)
Advisers: Latham & Watkins, Paul
Hastings, Galicia Abogados, Mijares
Agoitia Cortes y Fuentes, DNV GL,
Mandy McNeill, KPMG
Financial close date: 21 May 2018
Latin American SolarCerro DominadorLocated in the Antofagasta region near
Calama, in the Chilean desert at elevation
of around 1,550m above sea level, the
Cerro Dominador project comprises a
100MW solar PV farm (which has been
operational since 2017) and 110MW
concentrated solar power (CSP).
The �nancing directly relates to
the CSP portion of the project. Cerro
Dominador is the �rst CSP project in
Latin America and one of the largest
renewable energy project �nancing in the
region to date.
The project was awarded 15-year
power purchase agreements in 2013, as part
of an energy auction by the Chilean Ministry
of Energy. A total of 23 distribution
companies will offtake the production.
EIG Global Energy partners
acquired Cerro Dominador from former
co-sponsor Abengoa, amid the latter’s
bankruptcy proceedings.
Abengoa and Acciona are the EPC
contractors, with Acciona providing a
wrap mitigating Abengoa’s insolvency risk.
The project costs amount to roughly
$1.2 billion, which was funded through
equity and $860.2 million senior secured
debt. This includes: $553.2 million
term loan with a seven-year tenor; $90
million �xed-rate tranche provided by
Korean investors; and $65 million loan
from development banks. Financing also
included a $32 million debt service reserve
and a $120 million VAT facility.
Total value: $1.2 billion
Debt: $860.2 million
Sponsor: EIG Global Energy Partners
Lenders: Natixis, Société Générale,,
Deutsche Bank, Santander, ABN
AMRO, BTG Pactual, Commerzbank,
Helaba, ICO, KfW-IPEX Bank, Kyobo,
Corfo, Brook�eld
Tenor: 7 years
Advisers: Astris Finance, Milbank,
Clifford Chance, Morales y Besa,
Barros y Errazuriz, Sargent & Lundy
Consulting, ERM, Synex, Mandy McNeil
Latin American PowerPorto de Sergipe 1 LNG to PowerCentrais Eléctricas de Sergipe (Celse), a JV
between Ebrasil and Golar Power, closed
on an innovative multi-currency hybrid
�nancing for Porto de Sergipe I – Latin
America’s largest integrated LNG-to-
power project to date.
Celse will provide a total of $400
million equity, including $123 million in
cash reserves, split equally between Ebrasil
and Golar Power.
Meanwhile, the non-recourse
project �nancing – itself a rarity in the
Brazilian market – included R3.2 billion
($984 million) of privately placed project
bonds. Swiss Export Risk Insurance
(SERV) covered the bonds, which were
issued in local currency – a market �rst for
bond issuers and insurers.
The SERV wrap relates to the fact
that GE will be constructing the power
plant as a turnkey contractor.
Meanwhile, the IFC and IDB Invest
provided loans of $200 million and $288
million, respectively.
Total value: $2.046 billion
Debt: $1.646 million (R3.2 billion senior
bonds, $200 million from IFC, up to
R664 million from IDB Invest, $38
million from IDB Invest, $50 million
mobilized from China Co-�nancing Fund
for Latin America and the Caribbean,
$120 million mezzanine debt from GE)
Total equity: $400 million
Sponsors: Ebrasil (50%), Golar Power
(50%)
Bookrunner and initial purchaser:
Goldman Sachs
Lenders: IDB Invest, IFC, GE
ECA: SERV
Tenor: 15 years (bonds, IFC loan, IDB
loans), 5 years (mezzanine)
Pricing: 9.85% coupon (project bonds)
Advisers: Goldman Sachs, PFR
Advisors, White & Case, Milbank,
Stocche Forbes, Machado Meyer,
Mott MacDonald, Grupo Mercados
Energéticos Consultores
Page
48 AsiaPacificOffshoreWind FormosaI
49 AsiaPacificMidstreamOil&Gas AustraliaPacificLNG
49 AsiaPacificSocialInfrastructure WaikeriaPrisonDevelopment
49 AsiaPacificSolar SunraysiaSolarFarm
50 AsiaPacificEnergyStorage BulganaGreenPower
50 AsiaPacificTransport WestConnex
50 AsiaPacificMining&Metals GruyereGold
52 AsiaPacificWaste KwinanaWaste-to-Energy
52 AsiaPacificM&A AcquisitionofEquisEnergy
52 AsiaPacificBiomass ChanaGreen
53 AsiaPacificRefinancing BayfrontInfrastructureCapital
53 AsiaPacificPPP TibarBay
53 AsiaPacificHydro CocSan
54 AsiaPacificUpstreamGas&Oil ProjectGajah
54 AsiaPacificGeothermal RantauDedap
54 AsiaPacificPetrochemicals LongSon
55 AsiaPacificCoal-FiredPower NghiSonII
55 AsiaPacificOnshoreWind DouhokuOnshoreWindProject
55 AsiaPacificGas-FiredPower JavaI
Asia Pacific
47ijglobal.com Spring 2019
IJGLOBAL AWARDS 2018IJGLOBAL AWARDS 2018
48ijglobal.com Spring 2019
Asia Pacific Offshore WindFormosa IThe transaction to �nance the development
of Taiwan’s �rst large-scale offshore wind
project – the 128MW Formosa I offshore
wind farm off the coast of Chunan Town,
Miaoli County – represents a landmark
deal for the region for several reasons.
Formosa I is the �rst offshore
wind project �nancing deal in Asia, and
it highlights the Taiwanese regulator
Financial Supervisory Commission’s efforts
to bolster the island’s �nancial capital
supply chain. Domestically, it is also the
�rst extended-tenor export credit agency-
backed project �nancing in Taiwan.
Phase oneThe transaction to �nance the 120MW
second phase of Formosa 1 included the
re�nancing of the project’s 8MW pilot phase
which has been fully operational since April
2017, having been brought to �nancial close
by local Taiwanese renewables business
Swancor Renewable in May 2016.
Financing for phase one, which
consists of 2x 4MW SWT-4.0-120
Siemens wind turbines, was supported by
debt provided by lenders including Cathay
United Bank, EnTie Commercial Bank and
BNP Paribas.
In January 2017, Macquarie Capital
and Ørsted (formerly DONG Energy)
acquired equity interests in Formosa 1
Wind Power – the project’s special purpose
vehicle – resulting in a new shareholding
structure of Macquarie Capital (50%),
Ørsted (35%) and Swancor (15%).
The ownership structure changed
again, after �nancial close, in late 2018
when Macquarie Capital and Swancor
each sold down half of their stakes to
JERA, a Japanese joint venture between
Tepco and Chubu Electric Power.
Pathfinder transactionThe sponsors drew on a group of four
Taiwanese and seven international banks,
along with Danish export credit agency
EKF, to raise a NT$17.6 billion three-
tranche term loan plus a NT$1 billion
guarantee facility for the project’s next
stage of development.
Lenders from phase one – Cathay
United, EnTie and BNP Paribas – were
joined on the deal by ANZ, Crédit Agricole,
DBS, ING Bank, KGI Bank, MUFG Bank,
Société Générale and Taipei Fubon. The 11
MLAs did not take equal debt tickets which
ranged from about NT$1.5-3 billion each,
with BNP Paribas and Taipei-based Cathay
United on the higher end.
The 16-year, fully amortizing debt
package will fund the development,
construction, commissioning, testing and
operation of Formosa I’s second phase and
re�nance phase one’s corporate debt.
The term loan’s three tranches
consisted of an EKF-wrapped base
facility (60% coverage), a commercial
base facility and a commercial standby
facility. Pricing was 230bp over three-
month Taibor, stepping down to 200bp
at the commercial operation date, which
is expected in Q1 2020. Formosa 1 is the
�rst project to receive an EKF guarantee in
New Taiwan dollars.
The MLAs divvied up the
structuring work, pairing a domestic bank
with an international one. Cathay United
and Crédit Agricole took the construction
risk through their FX hedges along with
co-documentation, while Taipei Fubon and
MUFG Bank teamed up as co-insurance
banks. BNP Paribas, ING and Société
Générale were the interest rate hedge,
model and technical banks, respectively.
ANZ, DBS, EnTie and KGI Bank were
hedge providers.
Power purchase agreement and suppliersFinancial close on the transaction in June
2018 followed some seven months after
Formosa 1 Wind Power signed a 20-year
power purchase agreement (with a �ve-
year option) with state utility Taipower in
December 2017. The PPA, however, had
notable drawbacks, including a lack of
linking to an in�ation index.
International companies Jan De
Nul, Siemens Gamesa Renewable Energy
and Specialist Marine Consultants
have been mitigating interface risk with
their EPCI, wind turbine and marine
coordination contracts.
Seajack will start installing 20x
Siemens Gamesa wind turbines at the site
in Q2 2019 in its �rst renewables contract
beyond Europe, using the self-propelled
vessel Zaratan.
Meanwhile, Swancor Renewable’s
parent company Swancor and China Steel –
both equity holders in offshore wind projects
– are the vanguard of the local supply chain
of wind energy. Swancor hardener and
resin are being used on Siemens Gamesa’s
blades, which began production in February
2019. China Steel, meanwhile, is jointly
developing the 300MW Chong Neng
project with Copenhagen Infrastructure
Partners. Danish adviser FairWind intends
to collaborate with Siemens Gamesa on
the project’s pre-assembly work by training
Taiwanese technicians.
In the long-term, Formosa 1 is paving
the way for other Taiwanese companies –
including Century Iron and Steel Industrial,
dredging and nearshore construction
company Hung Hua Construction, and
Taiwan Cogeneration Corporation – to be
involved in other offshore wind projects.
Total debt: NT$18.7 billion (NT$17.6
billion term loan, NT$1 billion
guarantee)
SPV: Formosa 1 Wind Power
Sponsors at �nancial close: Macquarie
Capital (50%), Ørsted (35%), Swancor
(15%)
MLAs: ANZ, BNP Paribas, Cathay
United, Crédit Agricole, DBS, EnTie,
ING, KGI Bank, MUFG Bank, Société
Générale, Taipei Fubon
ECA: EKF
Tenor: 16-year door-to-door and fully
amortized
Pricing: 230bp above 3-month Taibor,
stepping down to 200bp at COD
Offtaker: Taipower
Advisers: BNP Paribas, Aon, Benatar
& Co, Clifford Chance, EY, Lee & Li,
Linklaters, Macquarie, Tsar & Tsai,
Wood Group
49ijglobal.com Spring 2019
IJGLOBAL AWARDS 2018IJGLOBAL AWARDS 2018
Asia Pacific SolarSunraysia Solar FarmThe Sunraysia Solar Farm, developed by
Maoneng Australia, is due to be among
the very largest Australian solar plants at
255MWp. The deal saw UK-based John
Laing Group enter Australian solar after
two years circling the space, and Maoneng
cement its promising position in the market
with its second project in the country.
John Laing invested in the project
at the pre-construction stage, in line
with its strategy for entering Australian
green�eld projects.
The contractors too are gaining
sector footholds with the Sunraysia project.
This is the largest renewables project on the
books for EPC contractor Decmil, and its
second major solar EPC undertaking.
The offtake structure is in keeping
with the progressive Australian renewables
sector, as AGL Energy and the University
of New South Wales each signed 15-year
PPAs for a combined 75% of output.
The output from the project will
serve both the states of New South Wales
and Victoria.
And there is more to come from
Sunraysia, as Maoneng is developing
Sunraysia Emporium – an adjacent large-
scale, grid-connected energy storage project.
Total value: A$361.53 million ($257.17
million)
Debt: A$241 million (A$230 million
term loan, A$11 million revolver)
Equity: A$120.53 million
Sponsors: John Laing (90.1%),
Maoneng Group (9.9%)
Lenders: Bank of China, ING, Mizuho
Bank, National Australia Bank, NordLB
Tenor: 5 years (term loan), 2 years
(revolver)
Offtakers: AGL Energy, UNSW
Contractors: Decmil, Jinko Solar,
NEXTracker, Schneider Electric
Advisers: Allens, Aon, Clifford Chance,
Energy Action, EY, Jacobs, King
& Wood Mallesons, Norton Rose
Fulbright, Rothschild, White & Case,
Willis Towers Watson
Asia Pacific Social InfrastructureWaikeria Prison DevelopmentThe Waikeria Prison Development
PPP will provide the Department of
Corrections with a state-of-the-art facility,
supporting the New Zealand government’s
intention to deliver a more effective and
humane justice system.
Sponsors Paci�c Partnerships
and Morrison & Co signed a 25-year
concession to design, build, �nance and
maintain a new 500-prisoner facility on
the site of the existing Waikeria Prison.
The sponsor consortium also assumes
responsibility and risk for providing
an electronic security system, which is
contracted to Honeywell.
The project was, surprisingly,
the only PPP to come to �nancial close
during the year 2018 in Australia and
New Zealand, and it did not achieve this
without overcoming certain challenges.
The rival bidder consortium
withdrew before the end of the
procurement, requiring a robust evaluation
process for the sole bid. Meanwhile, a
change of government during the tender
put the project on hold.
Total value: NZ$850 million ($575.5
million)
Debt: NZ$762 million (NZ$735
million term loan, NZ$27 million debt
service reserve facility)
Equity: NZ$88 million
Sponsors: HRL Morrison & Co (60%),
Paci�c Partnerships (40%)
Lenders: Australia and New Zealand
Banking Group, KfW IPEX-Bank,
Mizuho Bank, MUFG Bank, Natixis
Grantor: New Zealand Department of
Corrections
Contractors: Cushman & Wake�eld,
Honeywell, CPB Contractors
Tenor: 5 years
Advisers: Anderson Lloyd, Aquenta,
Ashurst, EY, Kensington Swan, King
& Wood Mallesons, Minter Ellison,
MUFG Bank, Russell McVeagh
Financial close date: 19 September 2018
Asia Pacific Midstream Oil & GasAustralia Pacific LNGProject company Australia Paci�c LNG,
the largest producer of natural gas in
eastern Australia, undertook in 2018
the largest US private placement for an
Australian project to date and the �rst
major APAC oil and gas project bond. The
transaction further opens up this longer-
term debt market for the wider Australian
infrastructure sector.
This transaction was distinct due
to the direct sale of the notes to investors
(with no underwriting), establishing an
ongoing relationship between the issuer
and the investors. Terms were negotiated
with investors, rather than presented to
the market as in the case of a project bond.
The $1.4 billion private placement
achieved a 12-year tenor. It part repays
a Export-Import Bank of China facility
raised in 2012 as part of the original $8.5
billion APLNG project �nance.
The long-term sale and purchase
agreements are until 2035, and APLNG
has been able in achieving a later
maturity to better match the cash �ow
pro�le, and reduce debt and distribution
break-even levels.
APLNG was the �rst coal seam gas-
to-LNG project ever �nanced in 2012, and
operations started in 2016.
Total value: $1.4 billion
Debt: $1.4 billion US private placement
Borrower: Australia Paci�c LNG
Processing Pty Ltd
Sponsors: Origin Energy (37.5%),
ConocoPhillips (37.5%), Sinopec (25%)
Joint bookrunners and lead placement
agents: Citigroup, JP Morgan
Co-placement agent: Australia and New
Zealand Banking Group
Tenor: 12 years
Pricing: 4.82%
Advisers: Allens, Clayton Utz, Gas
Strategies, Latham & Watkins, Lummus
International, Netherland Sewell &
Associates, Sullivan & Cromwell
Settlement date: 27 September 2018
IJGLOBAL AWARDS 2018
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Asia Pacific Mining & MetalsGruyere GoldPerth-based Gold Road Resources raised a
A$150 million ($106.7 million) corporate
�nancing in May 2018 in a deal which
gives the company the funding and
�exibility it needs as it transitions from an
explorer to a mid-tier gold producer with
signi�cant exploration upside.
Gold Road Resources has no
operational assets, but the business
is centred on the Gruyere Gold Mine
project which is in construction – and in
which Gold Road Resources owns 50%
alongside partner Gold Fields.
Gold Road Resources was able to
raise the corporate �nancing from banks,
based on the quality of the Gruyere
project, which at the time of the loan was
in advanced construction. Banks have lent
with the Gruyere mine as the source of
debt repayment.
Three lenders provided a revolving
credit facility, a working capital facility
and an additional discretionary gold
hedging facility so the company can
manage its gold price risk exposure as
Gruyere moves into production.
Gold Road Resources is also
gaining from the new �nancing the
ability to pursue new opportunities for
exploration, including from its newly
acquired 50% interest in the South
Yamarna project.
Gold Road Resources acquired this
from Sumitomo Metal Mining Oceania
on 4 May 2018.
Total value: A$150 million
Debt: A$150 million (A$100 million
revolving credit facility, A$50 million
working capital facility)
Borrower: Gold Road Resources
Lenders: Société Générale, ING,
National Australia Bank
Tenor: 5-year revolving credit facility
Advisers: Herbert Smith Freehills, PCF
Capital, King & Wood Mallesons
Financial close date: 10 May 2018
Asia Pacific TransportWestConnexIn 2017 the state government of New
South Wales launched the sale of 51%
of the concession holder for one of the
largest infrastructure projects in Australia’s
history: the A$16.8 billion ($12 billion)
WestConnex project to build 33km of new
motorway, largely underground, to alleviate
the congested roads system in Sydney.
The A$4 billion Stage 1 debt
�nancing required extensive creditor
analysis and structuring around both traf�c
and construction risk. This �nancing repaid
existing debt, remaining Stage 1 construction
capex and a A$1.1 billion bridge facility.
The bridge loan partly funded
Sydney Transport Partners’ A$9.3 billion
upfront payment to the NSW government
to acquire 51% of the concessionaire
WestConnex, which has operational
rights for around 63km of motorways to
the end of 2060.
Total value of acquisition: A$9.3 billion
Equity: A$8.2 billion
Debt: A$1.1 billion at acquisition + A$4
billion to �nance Stage 1 (A$2 billion
3-year loan, A$2 billion 5-year loan)
Buyer: Sydney Transport Partners
(Transurban (50%), AustralianSuper
(20.5%), Canada Pension Plan
Investment Board (20.5%), Tawreed
Investments (9%))
Seller: State of New South Wales
Lenders: Agricultural Bank of China,
ANZ, Bank of China, CIBC, CBA,
Crédit Agricole, Export Development
Canada, ICBC, ING, KEB Hana
Bank, Mizuho Bank, NAB, SMBC,
Scotiabank, Société Générale, Westpac
Advisers: Advisian, Aquasia, Clifford
Chance, Greenwoods & Herbert Smith
Freehills, e3 Advisory, King & Wood
Mallesons, KPMG, Macquarie Capital,
Marsh, Morgan Stanley, UBS, WSP,
Clayton Utz
Acquisition �nancial close date: 27
September 2018
Stage 1 �nancial close date: 26 October
2018
Asia Pacific Energy StorageBulgana Green PowerFrench developer Neoen’s Bulgana Green
Power Hub in Victoria represents not only
the �rst project �nancing deal for a Tesla
battery in Asia Paci�c, but also the �rst
agribusiness partnership of its kind.
The A$343 million ($244 million)
wind and battery storage hybrid project
consists of a 194MW wind farm and a
20MW / 34MWh battery storage unit
using Tesla lithium-ion powerpacks.
The state government of Victoria
will offtake the majority of Bulgana’s
output, having signed a sought-after
15-year PPA for 90% of the electricity
generated by the wind farm.
The remaining 10% will be
sold to Nectar Farms, a pioneering
Australian producer of organic vegetables
developing large high-ef�ciency, low-water
consumption hydroponic greenhouses.
Neoen is a key player in the
Australian renewables market, on target to
deliver on its target of 1GW of operational
assets by 2020. Bulgana is its largest
single-phase project in Australia to date.
A group of international lenders
provided debt with a tenor in excess of
20 years, exceeding the length of the PPA
with the state.
Total value: A$343 million
Debt: A$108 million
Equity: A$115 million
Sponsor: Neoen
Lenders: KfW IPEX-Bank, Korea
Development Bank, Société Générale
Agent bank: National Australia Bank
Tenor: Over 20.5 years
Offtakers: State of Victoria, Nectar
Farms
Contractors: Siemens Gamesa (EPC
services), Tesla (battery supplier),
AusNet Services (transmission)
Advisers: Baker McKenzie, Elgar
Middleton, EY, Jacobs, JCRA, Mazars,
Minter Ellison, White & Case, Willis
Towers Watson, WSP
Financial close date: 19 March 2018
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Asia Pacific BiomassChana GreenA record 18-year debt tenor is dif�cult to
imagine for a limited-recourse biomass
project �nance deal in Asia. Add the
project’s location – Chana, Songkhla, in
Thailand’s southern region – where risk of
political con�ict and unrest is real, and this
transaction becomes even more notable.
However, that is exactly what
Bangkok-based Gulf Energy Development
(GED) achieved on its 25MW Chana Green
biomass project, working with the Asian
Development Bank (ADB) and Bangkok
Bank (BBL) to bring the �nancing for the
project across the �nishing line.
GED’s debt-to-equity target tends
to be 3-to-1 on projects, meaning that this
some Bt2.3 billion ($71.8 million) project
was forecasted to have a debt package of
about Bt1.725 billion.
Yet, project �nance debt outpaced
that mark with Bt1.992 billion split
between two tranches: Bt1.109 billion
provided by the ADB and around Bt883.2
million provided by BBL. Pricing was over
THBFIX and a �xed coupon, with ADB
understood to have the �oater.
Special purpose vehicle Chana
Green intends to supply the biomass plant
with residual waste from rubber wood
– a rubber tree by-product from nearby
farmers – sourced at market-based prices.
The power plant should start
commercial operations by March 2020.
Debt: Bt1.992 billion (Bt1.109 billion
from the ADB, around Bt883.2 million
from BBL)
Borrower: Chana Green Company
Limited
Sponsor: Gulf Energy Development
Lenders: Asian Development Bank,
Bangkok Bank
Tenors: 18 years (ADB-tranche),
15 years (BBL-tranche)
Contractor: Sino-Thai Engineering and
Construction
Advisers: Baker McKenzie, Marsh,
Norton Rose Fulbright, Owl Energy
Financial close date: 19 March 2018
Asia Pacific M&AAcquisition of Equis EnergyThe acquisition of Equis Energy, which
comprises a 180-project development
pipeline, has the claim to be the largest
renewable energy transaction in history.
Global Infrastructure Partners
(GIP) from the US with partners from
Canada and China (Public Sector
Pension Investment Board and CIC
Capital) emerged from the acquisition
as the owners of a dominant renewables
developer with a presence in Australia,
Japan, India and Indonesia, Thailand and
the Philippines. The new owners have
renamed the platform Vena Energy.
The size of Vena Energy’s portfolio
continues to evolve, but as of March 2019
the latest capacity was 12.22GW.
With such an immense and diverse
portfolio of assets, due diligence and
preparations spanned shovel-ready, in-
construction and operational assets, FDI
approvals in Australia and $1.3 billion of
existing project �nancing liabilities across
40 facilities.
Nevertheless, from signing binding
agreements in October 2017, GIP and
its co-investors brought the deal to
completion in around three months.
Total value: $5 billion
Equity: $3.25 billion
Debt: $470 million acquisition
�nancing, $1.3 billion assumed non-
recourse project �nancings
Buyers: Global Infrastructure Partners,
Public Sector Pension Investment Board,
CIC Capital
Seller: Equis Funds Group
Lenders: ABN AMRO Bank, BNP
Paribas, Commonwealth Bank of
Australia, Crédit Agricole, DBS Bank,
ING, Intesa Sanpaolo, MUFG Bank,
Rabobank, Siemens Bank, SMBC,
Société Générale
Tenor: 5-year acquisition facility
Advisers: Allen & Overy, Arup, Clifford
Chance, Credit Suisse, JP Morgan,
Mazars, Skadden
Financial close date: 19 January 2018
Asia Pacific WasteKwinana Waste-to-EnergyThe Kwinana Waste-to-Energy project
heralds the launch of an entirely new
sector in Australia, as the country’s �rst
large-scale energy-from-waste plant.
Phoenix sought the �nancial
backing necessary for the project, but
potential partners came and went. Then
in 2015, Australia’s own Macquarie
Group stepped in as �nancial adviser
to structure a project �nancing which
ultimately attracted banks, a state lender
and institutional lenders.
In December 2016, Macquarie signed
on to also become an equity partner and co-
developer. Netherlands-headquartered DIF
came on board before close.
Kwinana is due to have capacity to
receive and process up to 400,000 tonnes
of residual waste per year to produce
36MW (net) baseload power.
Long-term 20-year contracts to
underpin the project are in place with
Rivers Regional Council and City of
Kwinana, as well as contracts with Veolia
and two regional councils.
Total value: A$698 million
Equity: A$275 million
Grant: A$23 million
Debt: Up to A$400 million (up to A$90
million �xed-rated CEFC tranche,
A$310 million �oating-rate tranche)
Sponsors: Macquarie Capital (40%
equity investor and developer), DIF
(60% equity investor), Phoenix Energy
(developer)
Lenders: Clean Energy Finance
Corporation, IFM Investors, Investec,
Metrics Credit Partners, Siemens Bank,
SMBC
Tenor: 5 years
Pricing: 300bp above BBSY
Advisers: ACIL Allen, Allens, Ashurst,
DLA Piper, EY, Fichtner, Gilbert
+ Tobin, Herbert Smith Freehills,
Macquarie Capital, Minter Ellison,
Norton Rose Fulbright, Ramboll, SLR
Consulting
Financial close date: 18 October 2018
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Asia Pacific HydroCoc SanInfraCo Asia became a sponsor of the
29.7MW Coc San run-of-river hydro
plant in 2012 when the project was at
risk of being abandoned. It divested from
the asset in November 2018, realising
roughly 2x the value of its original
$7.5 million investment having entirely
restructured the project.
Tokyo Electric Power Company
(TEPCO) was the buyer of InfraCo Asia
33.4% stake in Coc San in what is the
Japanese utility’s �rst investment in a
project outside of Japan. It owns and
operates over 160 hydropower projects
in Japan.
Project implementation had halted
in 2011 at a relatively early stage of
development due to the original sponsors
exhausting all initial capital and falling to
raise long-term debt.
InfraCo brought Singapore-based
Nexif into the project as a developer,
closed a project �nancing in 2014 with
Saigon Hanoi Commercial Bank as the
sole lender, and brought the plant into
commercial operations in 2016.
Shortly after operations began, the
sponsors closed on a re�nancing and then
InfraCo Asia launched a competitive sale
process for its stake which attracted more
than 10 indicative bids.
The plant bene�ts from a 20-year
PPA with Vietnamese state utility EVN
and a 50-year land rights contract. EVN
proposed severing the link to CPI for
tariff payments on hydro projects in
mid-2014, but InfraCo Asia was among
those to successful lobby to scrap the
rule change.
Acquisition value: roughly $15 million
Buyer: TEPCO
Seller: InfraCo Asia
Existing project lenders: Saigon Hanoi
Commercial Bank
Offtaker: Northern Power Corporation
Advisers: Capital Partners Group, Reed
Smith, EY
Financial close date: 9 November 2018
Asia Pacific PPPTibar BayA cornerstone of the government of
Timor-Leste’s development strategy, the
Tibar Bay port terminal project represents
the country’s �rst-ever PPP undertaking –
and attracted more private sector interest
than any previous private investment
opportunity outside the oil and gas sector.
Bolloré Group was selected in 2016
to build and operate the port project under
a 30-year concession.
The project carries an estimated
$490 million cost over the length of
the concession, comprising an initial
investment of $280 million and a further
$210 million in expansion costs. The
concessionaire has committed to invest
some €360 million in to the project.
Financing for the initial construction
stage involves three sources: $105 million
private debt, $129.45 million in upfront
government viability gap �nancing (VGF),
and $45 million equity from Bolloré.
A source with direct knowledge
of the �nancing package told IJGlobal
that the roughly $105 million private
debt consists of a �xed-rate Bolloré
shareholders’ loan with a �ve-year tenor.
Adjustments subject to discussions with
the grantor are also expected.
The SPV Timor Port will operate the
port which is expected to be operational
by the end of 2021.
Construction value: $280 million
Debt: $105 million shareholders’ loan
Equity: $45 million
Government VGF: $129.45 million
Project company: Timor Port
Concessionaire: Bolloré Ports
Lender: Bolloré Group shareholders
Tenor: 5 years (with adjustments
subject to discussion with grantor)
Escrow agent: United Overseas Bank
Advisers: International Finance
Corporation, Asian Development
Bank, Gide Loyrette Nouel, AFG
Advogados, Hamburg Port Consultant,
EcoStrategic, EGT Engenharia-FASE
Estudos e Projetos consortium
Asia Pacific RefinancingBayfront Infrastructure CapitalIt is axiomatic that the test of a landmark
transaction is its replicability. Singapore-
based Clifford Capital was deeply aware
of this truism when it began work on the
transaction, setting the stage for Asia’s
�rst project �nance-backed collateral loan
obligation (CLO) issuance in July 2018.
The issuer SPV Bayfront
Infrastructure Capital’s book building on
the $458 million issue had really closed
before it opened, as Clifford Capital spent
months gaining feedback and backing
from institutional investors in Asia
(notably its own shareholders, including
Temasek and Prudential), Europe and the
Middle East. It had 25 strong orders but
closed on 16.
Clifford Capital will attempt to
lower the PFCLO market’s transaction
costs by establishing a loan warehousing
platform by Q3 2019 to institutionalise
the origination and structuring process.
Total issue: $458 million ($320.6 million
Class A notes, $72.6 million Class B
notes, $19 million Class C notes, $45.8
million subordinated notes)
Sponsor and collateral manager:
Clifford Capital
Issuer: Bayfront Infrastructure Capital
Contributor banks: Clifford Capital,
DBS, HSBC, MUFG Bank, SMBC,
Standard Chartered
Global coordinators: Citi, Standard
Chartered (both also bookrunners and
lead managers)
Bookrunners and leads: DBS, HSBC,
SMBC Nikko
Co-manager: MUFG Bank
Tenor: 20 years
Pricing: 145bp above 6-month US
Libor (Class A notes), 195bp (Class B
notes), 315bp (Class C notes), residual
(subordinated notes)
Advisers: Allen & Gledhill, Clifford
Chance, DB International Trust, DBS,
Deutsche Bank, Latham & Watkins,
Linklaters, Moody’s, TMF Singapore H
IJGLOBAL AWARDS 2018 IJGLOBAL AWARDS 2018
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Asia Pacific PetrochemicalsLong SonSiam Cement of Thailand’s patient,
10-year long mission to build a
petrochemicals plant in Vietnam paid off
in 2018 as it arranged �nancing.
The Vietnamese government
originally approved construction of the
Long Son plant in 2008 – to local partner
PetroVietnam and Siam Cement, as well as
Qatar Petroleum.
Over the years, Siam Cement
eventually picked up the equity
ownerships of both Qatar Petroleum and
PetroVietnam. The Qatar Petroleum’s
25% divesture was �nalised in March
2017 and the PetroVietnam’s 29% stake
sale in May 2018.
Siam Cement continued talks with
banks over the debt package starting
in early 2015 but the terms were only
�rmed up in 2018: the $3.2 billion debt
package, denominated in US dollars at a
tenor of 14-years, was signed in August
2018 with six banks, both Thai and
international.
Long Son represents a rare cross-
border deal in South East Asia to be
funded by local and international banks
– which is why it is the recipient of
IJGlobal’s petrochemicals award for 2018.
The Long Son complex will be
located in Ba Ria-Vung Tau province,
90km south east of Ho Chi Minh
City. The site will also include other
supporting facilities, such as a port, a
power plant and warehouses.
Total value: $5.4 billion
Debt: $3.2 billion
Sponsor: Siam Cement
Lenders: Bangkok Bank, Export-Import
Bank of Thailand, Krungthai Bank,
Mizuho Bank, Siam Commercial Bank,
SMBC
Tenor: 14 years
Advisers: SMBC (�nancial to sponsor),
Allen & Overy (legal to sponsor),
Clifford Chance (legal to lenders)
Financial close date: 3 August 2018
Asia Pacific GeothermalRantau DedapThe sponsors of the 98MW Rantau Dedap
project in Indonesia completed eight years
of exploration and development, and four
years of �nancing negotiations before
�nally closing on this deal.
The Asian Development Bank’s
Clean Technology Fund (CTF) helped
fund exploration costs, the �rst time
the development bank has supported
a geothermal project from the initial
exploration phase.
Geothermal resource is notoriously
hard to predict, and a PPA agreed with PLN
in 2014 needed to be renegotiated after
the size of the project was reduced from
240MW following the exploration period.
After protracted talks, PLN
signed on a 30-year PPA carrying a
tariff of $0.13 per kWh in October
2017. Indonesia’s Ministry of Finance
is covering the �rst 15 years of the PPA
with a business viability guarantee.
The sponsors raised just over
$700 million in debt from a group of
commercial banks, ECAs and development
�nance institutions. The roughly $126
million commercial bank tranche bene�ts
from 100% political risk and 90%
commercial risk insurance from NEXI,
while JBIC provided a direct loan of
around $189 million.
The existing CTF facility was also
extended by 20 years and expanded to
around $175 million.
Total value: $701.29 million
Debt: $539.99 million
Sponsors: Engie (42.05%), Marubeni
(32.05%), Supreme Energy (25%),
Tohoku Electric Power (10%)
Bank lenders: Mizuho, MUFG Bank,
SMBC
ECAs: JBIC, NEXI
DFIs: ADB, CTF
Tenor: 20 years and 6 months
Advisers: Milbank, Latham & Watkins,
Mott MacDonald, Aecom, Leighton
Contractors, Daya, Alam Tehnik Inti,
Loyens & Loeff, JLT
Asia Pacific Upstream Gas & OilProject GajahThe deal was the largest reserve based
�nancing in Asia in 2018, combining two
upstream natural gas assets in Indonesia
operated by subsidiaries of Medco Energi.
The $500 million revolving senior
secured reserve based loan facility bene�ts
from the combined assets creating a
diversi�ed borrowing base.
Medco E&P Malaka has an 85%
working interest in the Block A Gas
Development project, which has around
350 billion cubic feet of discovered
reserves. Medco has completed 97% of the
development, which includes construction
of a central processing plant as well as the
drilling of wells.
Medco E&P Tomori Sulawesi has
a 30% interest in the Senoro onshore gas
�eld that has been in operation for four
years and is designed to produce natural
gas at a rate of 310 million standard cubic
feet per day.
The projects supplies 80% of its gas
to the Donggi Senoro LNG plant and 20%
to a nearby ammonia plant.
The �nancing replaces a
development loan raised for Block A Gas
Development in 2017. Both deals had the
same MLAs.
This revolver includes a suite of
hedging arrangements to protect against
foreign exchange, interest rate and
commodity price risks.
Debt: $500 million revolving RBL
Sponsors: Medco E&P Malaka, Medco
E&P Tomori Sulawesi
MLAs, underwriters and bookrunners:
Société Générale, ING, ANZ
Additional lenders: Bank of China,
BNP Paribas, Crédit Agricole, Intesa
Sanpaolo, Mizuho, SMBC
Tenor: 6 years
Advisers: Gibson Dunn, Herbert Smith
Freehills, Hadiputranto Hadinoto
& Partners, Hiswara Bunjamin &
Tandjung, ERM, Lummus Consultants,
JLT Speciality, Mazars
IJGLOBAL AWARDS 2018 IJGLOBAL AWARDS 2018
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Asia Pacific Gas-Fired PowerJava IOne of the �rst international open tenders
to be held for IPPs, Java 1 is expected to
pave the way for future combined cycle-
gas turbine (CCGT) and �oating storage
regasi�cation unit (FSRU) power plants
both in Indonesia and across the region.
In June 2015, under pressure from
foreign investors and lenders to conduct
procurement more transparently, state-
owned PLN invited tenders for Java 1.
The project drew the market’s attention
because it was the �rst IPP in Indonesia
not to have a government guarantee for
the state utility’s obligations.
After several delays, the tender
was relaunched in mid-2016. The
Marubeni, Pertamina and Sojitz
consortium were named preferred bidder
in late November 2016.
The roughly $1.3 billion �nancing
of the 25-year BOOT is split between
three tranches: $604 million provided by
JBIC; some $400 million commercial debt
provided by a syndicate of banks each
providing a roughly $80 million ticket,
and insured by NEXI; and around $300
million provided by the ADB.
Java 1 is expected to begin
operations in mid-2021.
Total value: $1.8 billion
Total debt: $1.3 billion
Total equity: $500 million
SPVs: Jawa Satu Power (JSP), Jawa Satu
Regas (JSR)
Sponsors: Pertamina, Marubeni, Sojitz,
Mitsui OSK Lines
MLAs: Crédit Agricole, Mizuho Bank,
MUFG Bank, OCBC Bank, Société
Générale
DFIs: ADB, JBIC
Guarantor: NEXI
Tenor: 21 years
Pricing: 125bp above Libor
(commercial debt)
Advisers: ING, Shearman & Sterling,
Pöyry, EY, Allen & Overy, Marsh,
Lummus, JLT, Jacobs, Mayer Brown
Asia Pacific Onshore WindDouhoku Onshore Wind ProjectOne of Japan’s largest renewable energy
developers, Eurus Energy, undertook
Douhoku onshore wind complex, a portfolio
of seven sites totalling a capacity of around
517MW. The wind farms are spread across
Japan’s northernmost island, Hokkaido.
The offtaker Hokkaido Electric,
a legacy regional monopoly, imposed
unlimited curtailment in the event
that supply of electricity in the region
exceeds demand.
Eurus Energy worked with lenders
MUFG Bank and SMBC to incorporate
the downside risk in the cash �ow model,
and agreed to reconsider the model in the
event of a signi�cant change in projected
electricity demand or supply by the offtaker.
MUFG Bank and SMBC arranged
a debt package for the project totalling
approximately ¥109 billion ($978
million), consisting of a ¥97.662 billion
term loan that matures on 31 August 2043
and a ¥11.304 billion VAT facility that
matures on 31 August 2026.
The sponsor and arrangers also
mitigated the so-called project-on-project
risk by incorporating cross-default clauses
on the transmission line project company,
which also operates a storage battery and
connects the wind complex to Hokkaido
Electric’s grid point.
Cross-default clauses were included
in each loan agreement.
Total debt: ¥109 billion (¥97.662
billion term loan, ¥11.304 billion VAT
facility)
Sponsor: Eurus Energy Holdings
(100%)
MLAs: MUFG Bank, SMBC
Tenor: 25 years (term loan), 8 years
(VAT facility)
Offtaker: Hokkaido Electric
Legal advisers: Nagashima Ohno &
Tsunematsu (sponsor), Nishimura &
Asahi (lenders)
Financial close date: 31 August 2018
Asia Pacific Coal-Fired PowerNghi Son IINghi Son II is Vietnam’s �rst international
independent power producer project to
cross the �nishing line and reach �nancial
close in over a decade.
In 2013, South Korea’s KEPCO and
Japan’s Marubeni beat two other bidding
consortia: one led by EDF and GDF Suez,
and the other by Mitsui Co.
The Vietnamese government issued
the noti�cation of award to build and
operate the 1,200MW coal-�red power
plant in 2013, but it would take another
four years – until April 2017 – for the 25-
year PPA to be signed.
By July 2017, an international bank
syndicate of seven banks led by �nancial
adviser SMBC had been formed in
anticipation of receiving the �nal stamp
of the approval, the concession contract
with Vietnam’s Ministry of Industry and
Trade and state utility EVN.
After several delays, the concession
contract was signed in November 2017,
clearing the way for the �nancing to sign.
The multi-sourced debt package was
signed off in mid-April 2018, narrowly
missing the target to reach �nancial close
by the end of the Japanese �nancial year
in March.
Total value: $2.46 billion
Total debt: $1.87 billion ($748 million
bank debt, $560 million loan from
KEXIM, $560 million loan from JBIC)
Sponsors: KEPCO, Marubeni
Bank lenders: DBS Bank, Malayan
Banking, Mizuho Bank, MUFG Bank,
OCBC, Shinsei Bank, SMBC
DFIs/political risk guarantors: KEXIM,
JBIC
Tenor: 20 years and 3 months
Offtaker: Electricity of Vietnam (EVN)
EPC contractor: Doosan Heavy
Industries
Advisers: SMBC, Allen & Overy,
Clifford Chance, Frasers, VILAF, SSEK,
Bae Kim & Lee
Financial close date: 13 April 2018
Page
58 MENA Power Sakaka Solar PV
59 MENA Water Salalah IWP
59 MENARefinancing AlDurPower&WaterCompany
60 MENAWaste SharjahWaste-to-EnergyCompany
61 MENADownstreamOil&Gas DuqmRefineryProject
61 MENAUpstreamOil&Gas KIPICAlZourLNG
61 MENAAirports QueenAliaInternationalShareholderRestructuring
62 MENAM&A BHGEAcquisitionofa5%stakeinADNOCDrilling
62 MENAMining&Metals EmirateSteelRefinancing
62 MENAPetrochemicals FarabiYanbu
MENA
57ijglobal.com Spring 2019
58ijglobal.com Spring 2019
IJGLOBAL AWARDS 2018IJGLOBAL AWARDS 2018
MENA PowerSakaka Solar PVMENA market participants have been
waiting a long time for the renewable energy
development to take off in Saudi Arabia.
The country has excellent wind
and solar resource potential, large
tracts of undeveloped land for projects,
signi�cant and growing power demand,
and hugely credit worthy government-
owned counterparties.
Back in 2013, the Saudi Arabian
government set out plans to procure
23,900MW of renewable energy by 2020
and 54,000MW by 2032.
Yet until this year, the country had
not �nanced a single renewable energy IPP.
This despite its neighbouring Gulf States
enjoying increasing success in procuring
solar power plants. The relatively small
emirate of Dubai, for example, has attracted
record-breaking tariff bids for solar projects
in a succession of ever-larger developments.
This inertia was not for a lack of
trying. Saudi Arabia has made renewable
energy a central pillar of its Vision 2030
economic plan. It has just taken the
country a while to decide exactly how it
was going to deliver on its targets
After many false starts, the
government �nally established the
Renewable Energy Project Development
Of�ce (REPDO) in 2017 to manage the
procurement process for utility-scale
renewables projects.
REPDO’s �rst round of projects
included just one wind farm of 400MW –
Dumat al Jandal – and one solar plant of
300MW – Sakaka.
Highly competitiveREPDO issued an RFQ for Sakaka in
April 2017 and attracted a staggering
128 applications, which was testament to
the bottled-up demand for solar in Saudi
Arabia. The agency subsequently pre-
quali�ed 27 companies and swiftly issued
a preliminary RFP in July 2017.
At the beginning of October that
year, it opened eight commercial and
technical bids, with results that attracted
headlines around the world.
A joint venture of Masdar and EDF
had submitted a tariff offer in Saudi Riyals
equivalent to $0.01786063 per kWh – the
�rst time anywhere in the world a bid of
under 2 dollar cents had been offered in a
solar tender.
A consortium led by Saudi-based
developer ACWA Power was in second
place with a bid of $0.023417 per kWh,
which was still lower than any bid seen in
a solar tender before.
REPDO then shocked the market
further by disqualifying the Masdar/EDF
bid and only putting ACWA Power and
third-placed Marubeni through to the
�nal bid stage.
It subsequently picked the ACWA
Power consortium as its preferred bidder
in January 2018, and signed a 25-year PPA
with it a month later.
The of�cial reason for the
disquali�cation was the use by Masdar
and EDF of bifacial solar modules – a
relatively new and untested technology. A
high local content requirement also helped
ACWA Power, as it undertakes its own
O&M contracts.
Favouring local �rm ACWA Power
in this way raised some eyebrows, though
the company has a proli�c and unrivalled
record of winning power tenders in the
wider region in recent years.
FinancingACWA Power initially thought it could
reach �nancial close as soon as the end
of February 2018. However, land issues
surrounding the chosen six square kilometre
site slowed progress. The �nancing was
�nally completed in November.
The project has a total cost of $308
million. The sponsors raised a $222 million
term facility structured as a soft mini-perm
and an additional $3 million standby
facility to fund any potential cost overruns.
Remaining costs have been funded by
equity and pre-completion revenues.
Arab National Bank also provided
an equity bridge loan.
ACWA Power has increasingly
used soft mini-perms as a way of
reducing �nancing costs for its projects.
The debt facility for Sakaka is structured
to be re�nanced after 5.5 years, though it
has a theoretical repayment schedule of
20-25 years.
Natixis was the sole underwriter
of the senior debt, with the intention of
syndicating its loan shortly after �nancial
close. Pricing on the debt starts at 130bp and
rises to 260bp over the life of the facility.
Setting precedentsAs the �rst renewable energy IPP to
be �nanced in Saudi Arabia, Sakaka is
hugely signi�cant. The country’s latest
target is to have at least 9.5GW of
renewable energy capacity operational in
the kingdom by 2023.
Sakaka has demonstrated that
REPDO can attract record bids for its
projects and deliver them to �nancial close
in a very short timeframe.
The Saudi Arabian government
will be especially pleased that this project,
its �rst ever renewable energy IPP, broke
the record for lowest solar tariff that was
previously held by the Sweihan project
located in Abu Dhabi.
Next for REPDO is the second
round of its renewables programme,
which consists of seven sites for solar
and a combined generating capacity of
1,515MW. The tender process is ongoing
and ACWA Power is again expected to be
a very competitive bidder.
Finally, the Saudi Arabian renewable
market is really starting to gain momentum.
Total value: $308 million
Debt: $225 million
Sponsors: ACWA Power (70%), Al
Gihaz (30%)
MLA: Natixis
EBL provider: Arab National Bank
Tenor: 20-25 year soft mini-perm (with
re�nancing expected after 5.5 years)
Procurement Agency: REPDO
Legal advisers: DLA Piper, Hogan
Lovells, Covington
Financial adviser: SMBC
Other advisers: Fichtner, AF Aries,
INDECS, Deloitte
59ijglobal.com Spring 2019
IJGLOBAL AWARDS 2018IJGLOBAL AWARDS 2018
MENA RefinancingAl Dur Power & Water CompanyThe successful re�nancing of the Al Dur
independent water and power plant
(IWPP) saw the sponsors replace the
original debt �nancing signed in mid-2009
during the global �nancial crisis.
One of Bahrain’s �agship power
projects, Al Dur IWPP accounts for
around one-third of the country’s power
and water production with a combined
capacity of 1,243MW of power and 48
million gallons per day of water.
The Electricity and Water
Authority (EWA) of Bahrain in 2008
awarded the right to develop, �nance
and operate the project to a consortium
consisting of ENGIE and the Gulf
Investment Corporation (GIC). Other
shareholders in Al Dur Power & Water
Company – including Social Insurance
Organization, Capital Management
House and Bunyah GCC Infrastructure
Fund – joined in 2009.
Al Dur Power & Water Company
bene�ts from a 25-year power and
water purchase agreement signed in
2008 with EWA with its contractual
obligations guaranteed by Bahrain’s
Ministry of Finance.
The IWPP reached full commercial
operations in early 2012.
Al Dur achieved �nancial close in
2009 in the midst of the �nancial crisis
with a total project cost of $2.2 billion.
The re�nancing deal is a follow-on
of an agreement to extend the original
seven-year tenor of the initial debt, which
had a maturity date of 29 December 2016.
The $1.31 billion deal featured
a dual-tranche structure, and saw the
borrower coordinating with over 20
counterparties (including new lenders,
existing lenders, exiting lenders/ECAs and
novation of interest rate swaps). The new
debt comprises a $450 million term loan
due 26 May 2028 and a total of $846
million Islamic facilities.
Total value: $1.31 billion ($450 million
international debt, $846 million Islamic
debt, $12.5 million company cash)
Sponsors: Engie (45%), Gulf
Investment Corporation (25%), Capital
Management House (15%), Social
Insurance Organization (10%), Bunyah
GCC Infrastructure Fund (5%)
Lenders: Ahli United Bank, Al Rajhi
Bank, Agicorp, Arab Bank, Arab Banking
Corporation, ANB, Banque Saudi Fransi.
BNP Paribas, Crédit Agricole CIB, EDC,
GIB, KFH, KfW IPEX-Bank, Mashreq
Bank, MUFG Bank, NBK, NCB, Riyad
Bank, Société Générale, Standard
Chartered Bank
Tenor: $450 million term loan due
26 May 2028, $346.2 million Islamic
facility due 26 May 2028, $300 million
Islamic facility due 26 May 2032
Advisers: Standard Chartered Bank,
Clifford Chance, Hassan Radhi &
Associates, Latham & Watkins, Shearman
& Sterling, WSP, JLT Group, BDO
MENA WaterSalalah IWPThe ACWA Power-led sponsor consortium
reached �nancial close on the Salalah
independent water project (IWP) at a time
when low oil prices were impacting the
economic performance and balance of
payments position of oil exporting Oman,
causing a steady fall in the country’s
sovereign credit rating. However, Oman’s
well-established IWP sector ensured a
mix of local and international lenders
participating on the deal – and even
convinced Siemens Bank to embark on its
�rst primary transaction in the GCC region.
Oman Power and Water
Procurement Company (OPWP) awarded
the 25 million gallons per day (MIGD)
seawater reverse osmosis desalination
plant to a consortium of ACWA Power,
Veolia and Dhofar International
Development and Investment Holding
Company (DIDIC) in January 2018,
following a public tender process. The
consortium was named preferred winner
in December 2017, defeating rival bids
from JGC with Bhawan Group and
Dosan, and ACS Cobra with Tedagua.
A special purpose vehicle, Dhofar
Desalination Company (DDC), will develop
Salalah on a build, own and operate basis,
and sell its entire potable water capacity
to OPWP under a 20-year water purchase
agreement (WPA).
The asset will help the Omani
government meet growing demands for
water in the Dhofar region, especially
as contracts for older facilities approach
expiration, and the WPA gives OPWP the
option to call on the plant to increase water
dispatch through temporary utilisation of
redundant capacity to help the utility meet
any shortfall in supply.
The Salalah IWP is expected to cost
around OR60 million ($155.4 million).
Debt �nancing for the deal was
sourced from three banks: Standard
Chartered Bank, Bank Muscat and Siemens
Bank. The �nancing mix included two
tranches of US dollar-denominated debt
(tranche A provided by Standard Chartered
Bank and Siemens Bank, and tranche B
provided by Bank Muscat), alongside a
local currency tranche from Bank Muscat.
Total value: $155.4 million
Total debt: $121.17 million ($50
million international tranche A, $31
million international tranche B, $40.17
million local tranche)
Project company: Dhofar Desalination
Company (DDC)
Sponsors: ACWA Power, Veolia Middle
East, Dhofar International Development
and Investment Holding Company
(DIDIC)
MLAs: Standard Chartered Bank,
Bank Muscat, Siemens Bank
Tenor: 22 years
Contractors: Fisia Italimpiant and
Abeinsa (EPC), Veolia First National
Water (O&M)
Advisers: PwC, Allen & Overy,
Shearman & Sterling, BDO
IJGLOBAL AWARDS 2018
60ijglobal.com Spring 2019
MENA WasteSharjah Waste-to-Energy CompanyThe Sharjah Waste-to-Energy project
in Abu Dhabi will be the � rst project
� nanced waste-to-energy plant in the Gulf
Cooperation Council (GCC). The 30MW
facility, due to enter commercial operations
in Q4 2020, is expected to divert some
300,000 tonnes of solid waste per year
from land� ll sites, and marks a signi� cant
step in the Sharjah emirate’s ‘zero waste-
to-land� ll’ by 2020 target and the UAE’s
overall goal of diverting 75% of municipal
solid waste (MSW) from land� lls by 2021.
The incineration process will
convert the waste into produced heat
which is then used to drive an electrical
turbine and feed into the Sharjah
electricity grid. The �ue gas of the waste
incineration will be treated before being
released into the atmosphere. The by-
products of the waste incineration such as
bottom ash are treated as well, temporarily
stored at site and later collected.
Masdar and Bee’ah in 2017 set
up a joint venture – Emirates Waste-to-
Energy Company (EWEC) – to deliver the
project. Abu Dhabi-based Masdar will
be responsible for the � nancing, design,
construction, operation and maintenance
of the plant. Bee’ah, which operates the
existing material recovery facility in
Sharjah, will co-develop the project and
supply the feedstock for the plant under a
25-year waste supply agreement (WSA).
The facility is further underpinned by
a power purchase agreement (PPA) which
will see the Sharjah Electricity and Water
Authority purchase the power produced by
the plant over a 25-year period.
The Sharjah Waste-to-Energy
project brought together � ve international
and regional lenders to provide a $164
million debt package on a soft mini-
perm basis. The lending/hedging group
comprised Abu Dhabi Commercial Bank
(ADCB), Standard Chartered Bank,
SMBC, Siemens Financial Services, Abu
Dhabi Fund for Development (ADFD)
and Commercial Bank of Dubai. The
transaction also marks the � rst syndicated
deal for the ADFD.
It is expected that the successful
� nancing of the Sharjah Waste-to-Energy
project will pave the way for more similar
projects that are needed in the region.
Total value: $224.4 million
Total debt: $164 million
Total equity: $60.4 million
Sponsors: Masdar (50%), Bee’ah (50%)
Lenders: Standard Chartered, Abu
Dhabi Commercial Bank (ADCB), Abu
Dhabi Fund for Development (ADFD),
Siemens Financial Services, SMBC
Guarantor: Islamic Corporation for the
Insurance of Investment and Export
Credit (ICIEC)
Advisers: Shearman & Sterling (legal
adviser to sponsors), SMBC (� nancial
adviser to sponsors), Clifford Chance
(legal adviser to lenders), Atkins
(technical adviser to lenders)
A Pioneer
THE ISLAMIC CORPORATION FOR THE INSURANCE OF INVESTMENT AND EXPORT CREDIT
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Our MissionTo make trade and investment between member countries and the world secure through Shariah compliant risk mitigation tools.
Our VisionTo be recognized as the preferred enabler of trade and investment for sustainable economic development in Member Countries.
Sharjah Waste-to-Energy Project, UAE
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Shariah compliant credit, political risk insurance & reinsurance
in the f ield of ...
IJGLOBAL AWARDS 2018 IJGLOBAL AWARDS 2018
61ijglobal.com Spring 2019
MENA AirportsQueen Alia International Shareholder RestructuringThis deal involved a complex change in
the shareholder group of Jordan’s main
international airport in capital city Amman.
A consortium of Meridiam, Groupe
ADP, and ASMA Capital acquired a
controlling 85.25% stake in Airport
International Group, the SPV which
operates the Queen Alia International
Airport airport.
Groupe ADP was already a
shareholder in the project and increased its
stake, while Meridiam and ASMA Capital
are new to the sponsor group.
Among the owners before the sale,
only EDGO Investment Holdings has
retained a stake.
Debt facilities attached to the project
created additional complexity. In 2007 the
original sponsor group signed on a $675
million project �nancing to fund a 25-
year concession to expand, refurbish and
operate the airport. The IFC and Islamic
Development Bank arranged the debt.
Then in 2014 a second debt package
was raised from a group of commercial
banks to fund construction of a second
phase of development to increase annual
passenger traf�c to 12 million.
Costs associated with the
development work have increased and
so the shareholder restructuring also saw
Jordan’s Ministry of Transport provide a
loan to the project and Meridiam extend a
shareholder loan.
Estimated acquisition value: $441
million
Buyers: Aeroports de Paris, Meridam
Infrastructure Europe III, IDB
Infrastructure Fund II
Sellers: Abu Dhabi Investment Company
(38%), Noor Financial Investment
Company (24%), EDGO Group (9.5%),
Joannou & Paraskevaides (9.5%), J&P
Avax (9.5%)
Advisers: Fresh�elds, Clifford Chance,
Operis
Financial close date: 19 April 2018
MENA Upstream Oil & GasKIPIC Al Zour LNGThe South Korean consortium of EPC
contractors – Hyundai Engineering
Company, Hyundai Engineering &
Construction, and Korea Gas Corporation
– precluded the involvement of two
export credit agencies guaranteeing well
up to $1.3 billion of commercial debt for
Kuwait Integrated Petroleum Industries
Company’s Al Zour LNG import project.
KEXIM and K-SURE agreed
to provide cover for two tranches of
$650 million debt provided by SMBC,
Santander, ING Bank and BBVA, with
eight Sharia-compliant banks contributing
to the remaining KD390 million ($1.28
billion) in debt.
The LNG import regasi�cation
plant is designed to be able to input all
types of lique�ed natural gas – from
lean to richer – allowing KIPIC’s parent
company Kuwait Petroleum Corporation
access to feedstock from almost anywhere
in the world.
The plant is due to include eight
tanks with 225,500 cubic metres of gas
storage capacity each, making it the largest
LNG terminal in the world.
Total value: $3.673 billion
Total debt: $2.571 billion
Equity: $1.102 billion
Sponsor: Kuwait Integrated Petroleum
Industries Company (KIPIC)
Bank lenders: Ahli United Bank, BBVA,
Boubyan Bank, Commercial Bank
of Kuwait, Gulf Bank, ING, Kuwait
Finance House, Kuwait International
Bank, National Bank of Kuwait,
Santander, SMBC, Warba Bank
ECAs: KEXIM, K-SURE
Tenor: 13 years
EPC contractor: consortium of Hyundai
Engineering Company, Hyundai
Engineering & Construction, and Korea
Gas Corporation
Advisers: SMBC, Clifford Chance,
Al Tamimi, ASAR – Al Ruwayeh &
Partners, Linklaters, Lee & Ko
MENA Downstream Oil & GasDuqm Refinery ProjectThe Oman Oil Company (OOC) and
Kuwait Petroleum International (KPI)
teamed up to close on the �rst oil and gas
project to be sponsored by a joint venture
between two Middle Eastern government-
owned oil companies – Duqm Re�nery.
The $8.3 billion project is supported
by a roughly $4.61 billion debt package
bringing together 29 regional and
international banks, along with three credit
export agencies ECAs.
The senior debt facility boasts
the largest Ijara tranche to date at $890
million provided by �ve regional banks,
along with commercial loans and tranches
covered by UKEF, CESCE and KEXIM.
KEXIM also provided a direct facility.
Total value: $8.3 billion
Total debt: $4.61 billion
Total equity: $3.7 billion
Sponsors: Oman Oil Company (50%),
Kuwait Petroleum International (50%)
Lenders: Ahli Bank Oman, Ahli United
Bank, Arab Petroleum Investments
Corporation, Bank Dhofar, Bank
Muscat, Bank Sohar, BNP Paribas,
Boubyan Bank, Commercial Bank
of Kuwait, Crédit Agricole Group,
Credit Suisse, Groupe BPCE, HSBC,
ICBC, Intesa Sanpaolo, KfW, Korea
Development Bank, Kuwait Finance
House, MUFG Bank, National Bank
of Kuwait, National Bank of Oman,
Natixis, Qatar National Bank,
Santander, SMBC, Société Générale,
Standard Chartered Bank, UBI Banca,
Warba Bank
ECAs: KEXIM, CESCE, UKEF
Tenor: 16 years (commercial), 16 years
(Ijara) 17 years (CESCE cover), 17
years (KEXIM cover), 17 years (UKEF
cover), 19 years (local)
Advisers: Ashurst, Allen & Overy,
Latham & Watkins, Crédit Agricole,
Peace Crowell, Greengate, Dentons, The
International Counsel Bureau, Lee &
Ko, Loyens & Loeff
IJGLOBAL AWARDS 2018
62ijglobal.com Spring 2019
MENA PetrochemicalsFarabi YanbuDownstream oil and gas developments take
a huge amount of investment. If sponsors
of these developments fund them through
project �nance, they must demonstrate to
lenders that they are reliable counterparties
and that there is limited market competition.
In the MENA region, this typically
translates into state-owned entities raising
debt from international commercial banks
and export credit agencies. Lenders are
essentially taking sovereign risk, and
competition is likely to be limited due to
state backing.
The �nancing of the Farabi Yanbu
petrochemicals complex in Saudi Arabia is
an exception to the rule. Privately owned
Farabi Petrochemicals Company turned
to a group of local lenders to provide the
entire SR2.15 billion ($573 million) debt
for the project.
Farabi was established in 2002 and
has operational production facilities at
Jubail in the Eastern Province of Saudi
Arabia, which manufacture petrochems
products such as paraf�n and benzene.
These new facilities in Yanbu will
produce linear alkyl benzene, paraf�n and
derivative products.
The reliance on local commercial
banks on the transaction demonstrates these
institutions increasing sophistication and
expertise with project �nance transactions,
particularly as the project is exposed to a
signi�cant degree of market risk.
Debt: SR2.15 billion (SR1.2 billion
government loan, SR900 million
Islamic loan)
Equity: SR1.25 billion
Sponsor: Farabi Petrochemicals
Company
Lenders: Saudi Industrial Development
Fund (SIDF), Banque Saudi Fransi,
National Commercial Bank, Samba
Financial, SABB
Tenor: 15 years
Legal advisers: Linklaters, Zamakchary
& Co, White & Case, Law Firm of
AlSalloum and AlToaimi
MENA Mining & MetalsEmirate Steel Refinancing Emirates Steel Industries, a fully-owned
subsidiary of Senaat, is the only integrated
steel plant in the UAE.
Senaat raised a $700 million
bridge facility in 2008 to initially fund
construction, and replaced this with a $1.1
billion long-term debt facility provided by
a group of local banks in 2010.
This long-term debt was then
re�nanced in May 2014 with a new $1.3
billion eight-year facility provided by
a mix of local and international banks.
This deal featured a tranche of Islamic
�nance debt.
In 2018 the sponsor re�nanced the
debt again, this time for a short roughly
three-year period, with $400 million of
entirely Islamic �nance debt. Sweden’s
export credit agency and a mix of local
and international lenders participated in
this latest deal.
The deal has signi�cantly reduced
�nancing costs compared to the 2014
�nance, which was agreed in a more
challenging time for local debt markets. It
also includes a liquidity support agreement
under which Senaat undertakes to support
Emirates Steel under certain circumstances
in relation to increased gas and/or
electricity prices.
This extra security may prove vital,
as in early 2019 Emirates Steel predicted a
slowdown in regional construction for the
year as well as rising iron ore prices.
Debt total: $400 million
Sponsor: Emirates Steel Industries
Lenders: Abu Dhabi Islamic Bank,
BNP Paribas, Citibank, First Abu
Dhabi Bank, MUFG Bank, Svensk
Exportkredit, Union National Bank
Debt maturity: 2022
Advisers: Dentons, Linklaters
MENA M&ABHGE Acquisition of a 5% stake in ADNOC DrillingThis transaction demonstrates a growing
willingness by state-owned entities in
the Gulf region to invite investment
from foreign companies in exchange for
technical expertise.
Abu Dhabi National Oil Company
(ADNOC) agreed to sell a 5% stake
in its drilling and well construction
business ADNOC Drilling Company to
GE subsidiary Baker Hughes. The US oil
services company paid $550 million for
the stake, valuing ADNOC Drilling at
$11 billion.
The deal will see ADNOC
Drilling gain exclusive access to Baker
Hughes’ drilling services, technology
and proprietary equipment as it looks to
expand its operations.
ADNOC plans to grow its
conventional drilling activity by 40%
by 2025 and substantially ramp up its
number of unconventional wells over the
next decade. This deal is intended to help
ANOC Drilling reduce its drilling times by
30% as early as the end of the year.
For Baker Hughes, the deal
represents an opportunity to gain
market share in the UAE, which has
historically been monopolised by state-
owned companies.
The deal is the �rst time ADNOC
has brought in an international strategic
partner to acquire a direct equity stake in
one of its existing subsidiaries.
In December 2017, ADNOC
completed an IPO of ADNOC
Distribution, its fuel distribution business,
with international investors taking a
minority share of the 10% stake put up
for sale.
Acquisition value: $550 million
Buyer: Baker Hughes
Seller: Abu Dhabi National Oil
Company
Advisers: Citigroup, Moelis, King &
Spalding, White & Case
Financial close date: 19 November 2018
63ijglobal.com Spring 2019
Global Page 64
SponsorMacquarie Capital
MLAMUFG Bank
Financial AdviserSMBC
Legal Adviser of the YearAllen & Overy
Europe & AfricaPage 67
SponsorØrsted
European MLALloyds Banking Group
African MLAStandard Chartered Bank
Fund ManagerInfracapital
Bond ArrangerCitigroup
Alternative LenderAviva Investors
Financial AdviserRothschild & Co
Legal AdviserAshurst
Technical AdviserArup
Model Auditor BDO LLP
North AmericaPage 70
SponsorACS Infrastructure
MLAMUFG
Fund ManagerAMP Capital
Bond ArrangerCitigroup
Financial AdviserErnst & Young
Legal Adviser (Private Sector)Norton Rose Fulbright
Legal Adviser (Public Sector)Fasken
Corporate Trust ProviderWilmington Trust
Technical AdviserArup
Insurance AdviserINTECH Risk Management
Tax AdviserKPMG
Model AuditorBDO LLP
Latin AmericaPage 74
SponsorActis
MLAMUFG
Bond ArrangerSMBC
Innovation AwardNatixis
Financial AdviserAstris Finance
Legal Adviser (Local)Garrigues
Legal Adviser (International)Clifford Chance
Asia PacificPage 77
SponsorMarubeni
MLASociété Générale
DFIAsian Development Bank
Bond ArrangerCitigroup
Financial AdviserSMBC
Legal AdviserAllen & Overy
MENAPage 79
SponsorACWA Power
MLAStandard Chartered
DFIIFC
Financial AdviserSMBC
Legal AdviserAllen & Overy
Technical AdviserMott MacDonald
IJGLOBAL AWARDS 2018
Winning companies
IJGLOBAL COMPANY AWARDS 2018 IJGLOBAL COMPANY AWARDS 2018
64ijglobal.com Spring 2019
Global Financial Adviser of the YearSMBCThe 2018 calendar year proved to be a
busy one for the SMBC �nancial advisory
team with strong performance around
the world.
Frederic Droulers, London-based
head of power and infrastructure advisory,
says: “We are delighted to have received
the Global FA Award from IJGlobal this
year. This highlights our strong drive and
long-term commitment to extensively
support international sponsors on
delivering project �nance transactions and
acquisitions worldwide.”
Droulers adds: “We look forward
to continue using our advisory activities to
lead the way in project �nance innovation
across all sectors.”
Laughlan Waterson, SMBC managing
director and co-head of energy and natural
resources, says: “This is testament to
the continuous efforts by SMBC’s teams
around the world to provide market leading
�nancial advice across a wide range of
different infrastructure, energy and oil and
gas projects, following our approach to
offer a consistent service to an increasingly
globalised marketplace. Of course, this
would not have been possible without our
clients, partners and stakeholders whom we
thank for their support.”
Having been so active across the
international market it is dif�cult to single
out leading transactions, but here follow
some high-pro�le transactions the bank
advised on.
In North America, SMBC was
sole buy-side adviser on Transurban’s
acquisition of the A25 toll road and bridge
project in Canada – acting for the buyer
on its bid to acquire 100% of the equity
interest from Macquarie Infrastructure
Partners. It was recently mandated on
an Ethan cracker project and an IPP in
the US and is currently working on seven
advisory mandates in the region.
It was also �nancial adviser on the
Lima Airport expansion project in Peru as
well as winning mandates for 4G-related
project �nancing in Colombia. Last year,
SMBC won two further FA mandates for
a solar project in Mexico and the re� of a
toll road in Peru.
Latin America was a key market
for SMBC having established a dedicated
project �nance team in the country a few
years ago.
One key deal saw it act as structuring
bank on the Prime Energia transaction in
which SMBC provided �nancial advisory
services to the sponsors. The PF element
was a $400 million, �ve-year loan to Prime
Energia, a Chilean indirect subsidiary of
Glenfarne Asset Company.
This was the �rst internationally-
syndicated transaction with Chilean capacity
payment and syndication was challenging,
especially when the borrower earlier that
year tried – and failed – to launch high-yield
bond. Underwriters (SMBC and Natixis)
reached out to more than 30 international
PF banks to �nally complete the syndication.
Global Sponsor of the YearMacquarie CapitalWhen it comes to sponsors on the
international infrastructure scene, few
hold a candle to Macquarie Capital as it
drives major transactions around the globe
– according to IJGlobal’s independent
panel of judges.
The judges identi�ed a “strong
diversi�ed range of deals” as well as
saluting Macquarie Capital for being “very
prominent market-wide” and “winning
deals in competitive environments”.
Among the highlights from a
successful year, Macquarie Capital led
the consortium to �nancial close in
March on the Grangegorman campus in
Dublin. This 27-year, availability-based
PPP was procured by Ireland’s National
Development Finance Agency, and is
the largest education project ever to be
procured in the country.
Macquarie Capital was active in
the renewable energy space and in central
Sweden closed �nancing on a 56-turbine,
235MW onshore wind farm.
This project is of signi�cant scale as
one of Europe’s largest single-site onshore
wind farms and increases Sweden’s
installed wind generation by around
3.5%. It is market-leading example of the
transition of onshore renewables into an
unsubsidised market place and involved
what is believed to be one of the longest
corporate wind energy PPAs globally – a
29-year, �xed-volume agreement with a
Norsk Hydro subsidiary.
Staying with wind, but moving
offshore, Macquarie Capital’s role on
Taiwan’s pioneering 128MW Formosa 1
�gured in winning it this award. It held
50% of the equity, working alongside
Ørsted and Swancor Renewable, and
set the scene with this path�nder for the
nation’s renewables agenda.
In Australia, Macquarie Capital
came in to take a 50% equity stake in the
Murra Warra wind farm at �nancial close
in March 2018. This deal was the �rst
equity investment made by Macquarie in
a construction-stage renewables project in
Australia since 2011.
Alongside fellow sponsor RES,
it raised A$320 million in debt for the
226MW wind farm which is underpinned
by long-term corporate PPAs signed in
December 2017. The four offtakers are
Telstra, ANZ, Coca-Cola Amatil, and the
University of Melbourne.
RES and Macquarie plan to add a
further 55 turbines in the second phase,
bringing total capacity to 429MW.
Macquarie Capital also played a
pivotal role in Western Australia to deliver
the 36MW Kwinana energy-from-waste
plant – the �rst large-scale thermal EfW
project to be �nanced in the country.
The Australian sponsor – Phoenix
Energy – drew on Macquarie’s experience
in Europe to obtain a A$400 million,
�ve-year debt package with competitive
pricing, banked against a predominantly
merchant offtake structure.
IJGLOBAL COMPANY AWARDS 2018 IJGLOBAL COMPANY AWARDS 2018
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Global MLA of the YearMUFG BankMUFG Bank was singled out for this
accolade at this year’s New York awards
dinner, based on numerous factors that
range from judges’ experience of dealing
with the lender through to the variety of
transactions across international markets.
IJGlobal presented the award in
New York and here interviews two US-
based MUFG managing directors – Erik
Codrington, who heads up the project
�nance team for the Americas, and Ralph
Scholtz, who leads in Latin America.
When it comes to identifying the
deals the bank takes greatest pride in,
Codrington takes a deep breath and
says: “It’s a bit like asking which of your
children you love most!”
However, when it comes to deal
activity, there is no holding him back: “This
last year we had a record year for project
�nance in the Americas, closing about 80
transactions across the �rm – bank debt,
capital markets and term loan B.”
The largest and possibly most
innovative deal that MUFG closed in
2018 was the $2.1 billion underwrite of
Starwood Energy’s acquisition of GE’s
project �nance loan portfolio. The largest
PF underwrite the bank has concluded in
the sector, with the take-out expected to
come from the CLO market.
“I think only MUFG could do this
deal,” says Codrington. “Because of the size
of the required underwrite, and because we
had to analyse the more than 50 loans in
the GE portfolio. We were already in half
the deals, but we have a big enough team to
analyse the other half quickly.”
Other stand-out deals include the
fully underwritten acquisition of 8point3
Solar by Capital Dynamics; a strong
market indicator as MUFG sees a marked
uptick in M&A of project assets across the
US, a signi�cant driver for its business in
2018 and 2019.
Meanwhile in Europe, Open Fibre
stands out as a lead transaction alongside
Middle East deals like Al Dur in Bahrain
and Oman’s Duqm; while Formosa I
offshore wind farm and Java 1 speak to
the bank’s strength in APAC, alongside
Sydney Desal where it brought in a diverse
group of Japanese institutions.
For LatAm, Scholtz is bullish seeing
greatest opportunity in Brazil and Mexico
(once the market settles down post-
election), while Colombia and Peru are
heading in the right direction: “We have
a bank in Mexico and Brazil and we are
looking at local currency solutions. We hope
to �nd ways to use our local balance sheet
to support what we do across borders.”
MUFG is leveraging skills across the
bank, for example, taking expertise from
the UK on offshore wind to support deals
as they emerge in fresh markets. This is a
strategy that it has used to great effect –
particularly in 2018.
On the back of a strong year,
Codrington rounds it off nicely: “For
clients that need heavy lifting, we want to
be seen as the bank with big shoulders.”
Global Legal Adviser of the YearAllen & OveryGiven the level of competition and
diversity of sectors covered at IJGlobal’s
four independent judging sessions, it is
impressive that one law �rm – Allen &
Overy – should dominate the market and
lead the �eld by a comfortable margin.
However, as A&O partners Gareth
Price and David Lee say, this is the
culmination of a strategy they have been
driving for a number of years, speaking to
IJGlobal in the UK.
Price, A&O global head of projects
and energy, says: “While some people
see us as UK-heritage, we truly are a
global �rm. David and I have for a long
time been positioning teams around a
long-term view, driving our investment
decisions around mega-trends that
range from accelerating urbanisation
to demographics, climate change and
resource poverty/af�uence, and shifts in
economic power.”
This sentiment is echoed by
Lee, global head of infrastructure:
“A strong local presence in delivering
energy and infrastructure deals is vital.
You’re not going to win deals unless
you invest in the best legal team that
combines specialist local expertise with
international project development and
�nancing credibility.”
And this strategy stood it in good
stead in 2018, and the partners point to
numerous deals – many award IJGlobal
winners – that helped them on the way to
winning this coveted prize.
Primary among these deals was
A&O’s involvement in the acquisition
of John Laing Infrastructure Fund by
Dalmore Capital and Equitix. The �rm
was also proud of having acted on GIP’s
50% acquisition from Orsted of Hornsea
One, the world’s largest offshore wind
farm. This deal was a serious contender
for an award, but was pipped by SeaMade.
In the Middle East, the A&O
partners single out Duqm in Oman where
the �rm advised the project company on
all aspects of development and �nancing
for the green�eld oil re�nery. Meanwhile
in Indonesia, the �rm acted for a group
of ECAs on Java 1, the �rst gas-to-power
project in Asia.
However, the A&O partners were
keen to point out that it is not only closed
deals from 2018 that have them excited,
identifying two ongoing transactions that
they feel are particularly impactful.
A&O is advising the consortium
of Lufthansa, JAL, KAL, Air France,
Carlyle, Ullico and JLC Loop Capital on
the redevelopment of JFK Airport in New
York which will be one of the largest
project �nance deals in US history.
Meanwhile in Africa, it is acting
for the lenders on the $5 billion mining
project to be developed by Emirates
Global Aluminium’s subsidiary in Guinea,
which will encompass a bauxite mining
operation; a world class alumina re�nery;
and a range of associated infrastructure.
IJGLOBAL COMPANY AWARDS 2018
67ijglobal.com Spring 2019
African MLA of the YearStandard Chartered BankStandard Chartered has long been one of
the leading project �nance banks around the
world, and 2018 represented another year
where the bank showed its global reach.
Each year our judges are hoping
to see international lenders gets major
transactions completed in sub-Saharan
Africa, where the pace of development can
be to painfully slow but where projects
can have an outsized economic impact.
This year Standard Chartered stood
ahead of the crowd having work on a
number of impressive transactions in Africa.
An EDF-led consortium closed
on a limited recourse �nancing for the
€1.2 billion ($1.4 billion) Nachtigal
hydropower plant in Cameroon. Standard
Chartered was the local coordinator,
intercreditor agent, offshore trustee, and
offshore account bank for the deal, which
was structured with a synthetic 21-year
tenor to allow local lenders to participate
long-term, while providing a natural hedge
for the local currency offtake payments.
Standard Chartered also played
a major role in re�nancings undertaken
by Africa-focused exploration and
production company Kosmos. The bank
acted as MLA for the re�nancing of
the company’s revolving credit facilities
and as MLA, underwriter, onshore
accounts banks, and facility agent for
the re�nancing of the its reserve based
lending facility and accordion.
In another signi�cant deal during
the year, the bank was an MLA on
the $1.1 billion �nancing to part-fund
the expansion of Indorama’s Eleme
petrochemicals plant in Port Harcourt,
Nigeria. The expansion works include the
construction of a 0.8 metric tonnes per
annum (mtpa) ammonia plant, a 1.4 mtpa
urea plant, an 11km gas pipeline spur and
other associated structures. The expansion
will double the fertiliser capacity of the
complex to 2.8 mtpa.
The deal is highly strategic for
Nigeria, due import substitution bene�ts and
the generation of foreign currency revenues.
European MLA of the YearLloyds Banking GroupLloyds had a hugely resurgent 2018,
�nishing 13th in IJGlobal’s year-end league
tables for European MLAs. To put this in
context, the previous year it had �nished
32nd and had committed less than a third
of the total lending it achieved in 2018.
It took the largest share of European
lending since 2012 and the total accredited
value of its loans, at just shy of $3 billion,
was the highest it had achieved since 2008.
Our judges were not just impressed
by the bank’s increased activity. They also
noted how it had played a major role in
some of Europe’s most signi�cant deals
last year.
Lloyds acted as agent and provided
half of the acquisition bridge loan for
Dalmore Capital and Equitix’s £1.6 billion
($2.2 billion) acquisition of the John
Laing Infrastructure Fund, a portfolio of
65 diverse PPP assets primarily located
in the UK. Lloyds was well positioned to
participate in the deal, being a lender to
many of the underlying assets.
The bank was also sole structuring
bank, joint bookrunner, fronting bank and
MLA in the �nancing of the �rst ever 3rd
party construction of a midstream pipeline
– Antin Infrastructure Partners’ investment
in the Humber Gathering System. The
subsea gas pipeline from Dana Petroleum
and Premier Oil’s Tolmouth gas �eld will
deliver up to 8% of the UK’s natural gas
requirement from the southern North Sea
once constructed.
Lloyds was also MLA and hedge
provider on the �nancing package for
Hornsea 1, the world’s largest offshore
wind farm. Its subsidiary Scottish Widows
participated on the deal too as a �xed rate
bond purchaser.
2018 also saw a reorganisation of
the bank’s infrastructure division. Lloyds
promoted Guillaume Fleuti in March to
lead a new combined infrastructure group,
which includes origination, structuring
and execution of transactions as well as
ongoing client coverage.
European and African Sponsor of the YearØrstedNo other sector in Europe has attracted
so much capital for major green�eld
developments as offshore wind in recent
years, and no other sponsor has such a
dominant position in that market.
Denmark-based Ørsted has taken
the lead in global offshore wind thanks to
its unique strategy of bidding for projects
on balance sheet before selling half of a
wind farm’s equity and raising long-term
debt against that divested stake.
This strategy reduces a project’s
�nancing costs and has allowed Ørsted to
build up an enviable portfolio of offshore
wind farms in the UK, the Netherlands,
Germany, the US and Taiwan.
In 2018, Ørsted completed
re�nancings for two of its operational
wind farms in the UK – the 573MW Race
Bank project off the coast of Lincolnshire,
and the 210MW Westermost Rough off
the Holderness coast.
Both deals attracted signi�cant
interest from lenders, both commercial banks
and institutional investors, underlining the
sponsor’s continuing bankability.
Ørsted’s standout deal of 2018
however was the completion of the sale
of its 50% stake in the in-development
1,200MW Hornsea 1 offshore wind
farm to GIP for £4.46 billion ($5.8
billion), which reached �nancial close in
November 2018. GIP raised £3.6 billion
in debt for the acquisition in a multi-
tranche project �nancing.
The deal was a �rst of a kind in
many respects. It is the largest single-
project �nancing ever for any new
renewable energy development anywhere
in the world. The debt is split between
investment grade bonds, bank loans and
a mezzanine debt facility provided by
Danish pension fund PFA.
The debt package attracted more
than 30 lenders, including 16 commercial
banks and 14 institutional lenders, while
Denmark’s export credit agency EKF
guaranteeing some tranches.
IJGLOBAL COMPANY AWARDS 2018 IJGLOBAL COMPANY AWARDS 2018
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European and African Alternative Lender of the YearAviva Investors2018 will go down as a record-breaking
year for Aviva Investor as it managed to
deploy over £2 billion in total assets. It
made most of its investment in the UK.
Our judges were impressed by the
variety of the lending undertaken by Aviva.
As well more traditional long-term �xed
rate debt facilities, it also showed appetite
for �oating rate and sub-investment
grade deals. It also embraced �exibility
in structures, �nancing minority holdco
deals and 100% holdco deals, employing
deferred drawdowns and taking part in
short-term �nancings.
Among its standout transactions
was the re�nancing of the 73MW Cory
Riverside energy-from-waste plant in Bexley,
UK. Aviva Investors was the cornerstone
investor with a £185 million investment in a
20-year �xed rate fully amortising loan.
The re�nancing facilitated the
acquisition of the operational waste
plant by Dalmore, Semperian, Fiera
Infrastructure and Swiss Life in June 2018.
Another novel deal was the
�nancing of an acquisition of a solar
portfolio in the south-west of Spain by
ContourGlobal. The portfolio consists of
four CSP plants with a total generating
capacity of 200MW.
Aviva’s investment was split
between three clients, including the �rst
investment by our AIEID European
Infrastructure Debt Fund. The �nancing
is structured as a 19-year fully amortising
facility backed by regulated revenues over
the term of the debt.
The lender participated on some
of the biggest deals of the year, including
the �nancing of the 1,218MW Hornsea
1 offshore wind farm. GIP bought a 50%
stake in what will be the world’s largest
offshore wind farm, backed by one of the
largest project �nance debt packages ever
assembled for a renewables asset. Aviva
Investors invested £400 million in �xed-
rate and in�ation-linked bonds.
European and African Bond Arranger of the YearCitigroupIn a year when the bank completed
innovative work in bond markets around
the world, its deals in Europe stood out.
IJGlobal league tables show
that Citigroup was an arranger on 16
infrastructure transactions in 2018 in the
region, with a combined value of more
than $24 billion. A handful of these deals
were hugely signi�cant.
It acted as co-�nancial advisor, co-
placement agent, �nancing bank, sole ECA
arranger and hedging bank to GIP for
�nancing backing its acquisition of a 50%
stake in the Hornsea 1 offshore wind farm
in the UK.
The debt package featured a £1.3
billion private placement, including
both CPI-linked and �xed-rate notes.
It sat alongside a bank facility, export
credit agency guaranteed debt, and a
mezzanine tranche.
Citi brought in 13 UK and North
American institutional investors for the
notes, in what is the largest renewable energy
�nancing ever. Quite some achievement for a
green�eld project, and considering the debt
was raised at the holdco level and against a
partial ownership of the asset.
The bank also arranged the debut
international bond issuance for energy utility
EPIF, which has its primary operations in
the Slovak Republic and Czech Republic.
Citi priced a €750 million six-year Reg S
senior unsecured bond at 1.659%, following
a four-day roadshow across �ve European
cities. This marketing activity was repaid by
strong support from German investors, and
comparatively tight pricing for an issuance
from a corporate based in the Central and
Eastern Europe region.
Another standout deal was the
€180 million private placement raised by
Terminal Investment Limited, which owns
interests in 38 terminals in 24 countries
across �ve continents. TIL exceeded its
fundraising target, building off the success
of previous debt raises.
European and African Fund Manager of the YearInfracapitalThe judges highlighted Infracapital’s
impressively focussed approach to the
mid-market, its breadth of activity, and its
success in fundraising last year.
Infracapital completed fundraising
for its Infracapital Partners III within
6 months of launch, at its hard cap
of £1.85 billion, despite signi�cant
LP oversubscription. This disciplined
approach is based on a �rm strategy to
focus only on the mid-market. The record
speed of fundraising has been matched
by deployment, with 20% 0f the fund
committed within 6 months of �nal close.
Meanwhile, Infracapital Partners II
reached the end of its investment period last
year. It has been producing gross IRR of
23.3% and an 8.1% yield, demonstrating
signi�cant value in the mid-market space.
The fund manager has also deployed most
of its Green�eld Fund, raised in 2017.
Among its stand-out investments in
2018 was its acquisition of a controlling
stake in Energetics, one of the UK’s largest
independent network owners that builds,
owns and adopts last mile electricity and
gas connections. It has built a network of
over 225,000 installed connections, and
has an orderbook of another 172,000
connections. It has a market share in
Scotland and Northern England of 47%.
It also acquired rural area
broadband business CCNST last year with
the intention of expanding its existing
network of 3,300km of �bre serving
60,000 premises in Bavaria, Germany.
Another signi�cant deal was the
injection of an additional £150 million
into Bioenergy Infrastructure Group by
Infracapital and its partners Helios Energy
Investments and Aurium Capital Markets.
Infracapital originally invested in the
business, which operates a portfolio of
20 waste-to-energy projects in the UK, in
October 2015. The proceeds of the new
investment will be used to add further
waste-to-energy assets to the portfolio.
IJGLOBAL COMPANY AWARDS 2018 IJGLOBAL COMPANY AWARDS 2018
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European and African Technical Adviser of the YearArupThe breadth of work completed by Arup
across the region last year was truly
impressive. Its deals that reached �nancial
close were spread across 13 countries in
Europe and Africa, representing a cross
section of market leading deals.
The type of work Arup conducts
is broad too. Its roles include developing
a business case for green�eld projects,
environmental and technical evaluation,
buyside transaction advice, vendor due
diligence, lenders technical advisory, post
transaction services, equity M&A advisory,
procurement advice, �nancial modelling,
valuation, debt structuring, re-�nancing and
advising government authorities.
Among its standout deals was its
buy-side technical due diligence service
on AXA Investment Managers’ successful
acquisition of Agility Train West, which
will �nance, own, maintain and provide
the Great Western main line train operator
with 57 trains as part of phase one of the
InterCity Express Programme.
Arup’s provided a technical review
of Hitachi’s vehicle design, manufacture,
commissioning of the trains, comprehensive
review of its asset management and
maintenance procedures. Arup’s review
also considered the potential impact of
future technology changes (i.e. hydrogen
or battery powered trains) on this project,
while considering barriers to re-leasing.
Arup also performed a full
contractual review, considering the
unusual structure, and analysed adequacy
of Hitachi’s train availability and
reliability payments. Arup tested the
complex payment mechanism provisions
through several scenarios to understand
the risk maintained by the Agility Trains.
In the energy sector, Arup provided
both vendor technical due diligence
services and in-house commercial due
diligence during the sale by GSIP and 3i
of a majority stake in Finnish electricity
distribution business Elenia.
European and African Legal Adviser of the YearAshurstAshurst has walked away with this
coveted prize for 2018 thanks to a truly
diverse mix of deals done during the year.
As well as advising on some of the
most talked about transactions in Europe
last year, the law �rm also has a very
strong Africa practice, and this blend put it
above its rivals.
Big ticket deals for 2018 included
advising the winning consortium on the
acquisition of 100% of the Cory Riverside
waste-to-energy project in the UK, acting
for the EIB as it made one of its largest
loans as part of the �nancing of the
Trans-Adriatic Pipeline, and representing
ConnectPlus on the re�nancing of the
M25 motorway in the UK.
Ashurst advised Banca IMI,
UniCredit, BNP Paribas, Credit Agricole,
ING, and Cassa Depositi e Prestiti on the
€1 billion ($1.2 billion) re�nancing of a
400MW portfolio of solar PV assets in
Italy owned by EF Solare.
The deal was the largest ever re� of
Italian solar assets, and featured a novel
credit line which will allow the sponsor to
�nance new plants for which banks have
not yet completed due diligence.
Another major transaction for
the law �rm last year was the Wales
and Borders rail franchise, the largest
contract to ever be awarded by the
Welsh Authority of the UK.
Ashurst advised KeolisAmey
which will act as operator and
development partner under the franchise
and provide infrastructure manager
services in connection to integrating the
metro system on the Core Valley Lines
around Cardiff.
In Africa the �rm advised Newcrest
Mining on the sale of a 89.89% stake in
the Bonikro gold mine in the Ivory Coast
to F&M Gold Resources and Africa
Finance Corporation for $81 million.
European and African Financial Adviser of the YearRothschild & CoRothschild & Co had an excellent year
in 2018, advising on more than 50
infrastructure-related transactions across a
wide range of sectors and geographies.
Many of the largest transactions
featured consultancy on both M&A and
�nancing, perfectly matching its strategy
to marry those advisory services in its
offering to clients.
Among the many deals completed
by Rothschild & Co last year, the £885
million re�nancing of the Porterbrook
rolling stock company (ROSCO) was
the headline pure �nancing deal. It was
sole adviser to Porterbrook on the re�
of its existing term loan, revolving credit
facilities, and junior debt with new drawn
and undrawn bank facilities.
At a time when the ROSCO model
is under pressure from new entrants to
the market, the deal managed to reduce
Porterbrook’s debt margins by around
40% with pricing coming in under 100bp
over Libor. The deal also replaced a legacy
swap portfolio of both off-market and
reverse swaps with a single new swap.
Rothschild advised in debt
restructuring and subsequent sale of 3i
Group’s sale of a 65% stake in Scandlines
ferry service between Germany and
Denmark. The debt restructuring reframed
the asset as critical infrastructure through
a credit re-rating process and €1 billion
re�nancing which saw the business
transition from a leveraged loan structure
to a fully portable yielding infrastructure-
style debt structure.
Another major re�nancing and
sale it advised on last year was that of
Dunkerque LNG. It worked with Fluxys
in its negotiations with co-owners EDF
and Total who were selling their interests.
It completed a €800 million re�nancing
of shareholder contributions and then
assisted Fluxys on the establishment of a
consortium that would ultimately win a
controlling 60% stake in the asset.
IJGLOBAL COMPANY AWARDS 2018 IJGLOBAL COMPANY AWARDS 2018
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European and African Model Auditor of the YearBDO LLPIn 2018 BDO LLP further consolidated
its position as the leading model auditor
across the world, topping IJGlobal’s year-
end league tables with more than 30% of
the overall market.
In Europe and Africa, its work
covered more than 20 bids and �nancial
close transactions in transport, social
infrastructure and renewable energy
sectors. Its deals spanned from district
heating in Finland to solar power in Mali.
Notable deals included Haren
Prison in Belgium in which BDO
supported sponsors Macquarie, FCC
Construction and Denys NV. The project
was awarded in 2013 but only reached
�nancial close in 2018 due to political
opposition and Eurostat scrutiny. When
approval was �nally forthcoming,
�nancial close was achieved in an
impressively tight timetable.
Another big deal was the A16
Rotterdam PPP in the Netherlands.
BDO advised the sponsor consortium on
this 25-year design, build, �nance and
maintain concession which will connect
the A13 and A20.
The project’s �nancing was very
innovative, incorporating a shareholder
bridge facility, three equity bridge facilities,
two milestone bridge facilities, three term
loan facilities, two construction bridge
facilities, a post-construction facility
and four debt service facilities, totalling
€930 million. The �nancial model had
to undergo signi�cant structural change
during the bid stage after a �nancing offer
from the EIB was declined.
BDO LLP also provided model
assurance services to the project company
for the 875MW Triton Knoll offshore
wind farm in the UK. The project �nancing
featured 15 international commercial banks
for a debt package which totalled more
than £2 billion. Triton Knoll will be one
of the largest offshore wind projects in the
world once it is constructed.
North American MLA of the YearMUFGBeing dominant in the year-end league
tables is no guarantee of success in the
awards, but it does help.
MUFG lent $2 billion more than
its closest competitor in North America
in 2018, taking close to an 8% share of
the MLA market. Its 68 completed deals
compares to fellow Japanese banking giant
SMBC which managed to lend on ‘only’
39 �nancial close transactions.
The variety and pro�le of the deals
the bank worked on also gave them the
advantage last year. As one of our judges
summarised: “MUFG acted as MLA for
very large, complex and innovative deals
in 2018 that included diverse kinds of
asset classes.”
One of the bank’s headline deals
from last year was the $2.1 billion
acquisition by Starwood Property Trust
of GE’s project loan portfolio and project
�nance business. MUFG acted as sole
underwriter, coordinating lead arranger,
administrative agent, collateral agent, and
depositary bank for the buyer.
The portfolio comprises 51 projects
located in the US, Mexico, Europe,
Canada, Qatar, UAE, and Australia, and
includes gas-�red, wind, solar, LNG,
pipeline, coal, petrochemical, and waste-
to-energy projects.
The transaction required funding in
�ve different currencies, a delayed-draw term
loan facility to fund eight projects under
construction, and a revolving credit facility
to provide project level letter of credit.
In another major deal, MUFG
acted as coordinating lead arranger,
documentation agent and joint lead
arranger, joint bookrunner, admin agent
and intercreditor agent for a special
purpose vehicle established by Freeport
LNG Development. The facility was used
for the three-train natural gas liquefaction
and export facility on the site of FLNG’s
existing lique�ed natural gas receiving and
regasi�cation facility on Quintana Island,
near Freeport, Texas.
North American Sponsor of the YearACS InfrastructureTo reach �nancial close on one multi-billion
dollar infrastructure project in North
America during a year is impressive, to be
the sponsor of three just looks greedy.
By any measurement, ACS had an
outstanding 2018, bringing Gordie Howe
International Bridge, the Automated
People Mover (APM) at Los Angeles
International Airport, and Finch West
Light Rail Transit all to close.
In addition, ACS structured a highly
complex re�nancing on one of the largest
P3 projects in Canada (Autoroute 30), is
successfully transitioning Ohio’s �rst P3 and
largest highway construction project ever
(Portsmouth Bypass) into operations, has
seven P3 projects in tender (three in proposal
stage, four in quali�cations) and structured
six DBF transactions through its role as
�nancial adviser to its construction af�liates.
Gordie Howe involves the
construction of a new six-lane, 2.5km
cable-stayed bridge between Windsor
in Canada and Detroit in the US. The
bi-national nature of the project created
complexities related to foreign exchange,
tax structure and cross-border regulations.
The bridge required a capital investment
of roughly C$3.8 billion.
ACS was also lead sponsor on the
$2.5 billion APM project, which was
funded through a debt package that
combined short-term bank debt with
private activity bonds in an unusual hybrid
structure for the US market. The deal also
faced complexity in the bid phase, as the
introduction of the Tax Cuts and Jobs Act
2017 mid-process required changes to
committed proposals.
Finch West LRT meanwhile was one
of the largest private �nancings of a P3 in
Canada. ACS and its co-sponsors Aecon
and CRH Canada Group reached �nancial
close on the project a mere 26 days after
being con�rmed as preferred bidder. The
debt was split between 20-year notes, 35-
year notes, a six-year credit facility, and a
small mezzanine tranche.
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North American Fund Manager of the YearAMP CapitalThe Sydney-based fund manager had a
successful year on all fronts last year. It
recorded achievements in fundraising,
asset management and deployment of
capital, with North America the location
for many of these successes.
AMP Capital Infrastructure Debt
Fund III, an unlisted fund targeting assets
in OECD countries and a 10% IRR,
reached �nal close in late 2017 and closed
on two major US deals in 2018.
The �rst was a $500 million co-
investment alongside CDPQ to Tillman
Infrastructure backing its rollout of
new telecoms towers in the US. AMP’s
contribution was $200 million and there
is an option to double the total investment
depending on Tillman’s future growth needs.
Towards the end of the year, the
debt fund also lent $190 million to
Maryland-based core infrastructure
company Synagro to re�nance its
outstanding term loan B.
On the equity side, AMP Capital
Global Infrastructure Fund II was in active
fundraising in 2018, reaching �rst close in
August. The fund also made deployments
in two US assets during the year.
It formed a 50:50 JV with Invenergy
to own and operate its portfolio of natural
gas-�red generation assets across the
America. The portfolio includes seven
operational plant in the US and Canada
with a combined capacity of 2,680MW.
Alongside the equity acquisition,
Invenergy and AMP Capital closed a $350
million term loan B and $65 million LC
facility that replaced an existing term
loan B/C while including an additional
operating facility to the new term loan B
collateral package.
AMP also signed on the acquisition
of 100% of Everstream, a regional �bre
network service provider operating in the
US Midwest. The deal was reported to have
a cash consideration price of over $200
million. Everstream’s network consists of
10,300+ route miles of �bre.
North American Financial Adviser of the YearErnst & YoungOur judges commented that 2018 was a
huge year for EY. It was �nancial adviser
on several landmark transactions to reach
�nancial close, in several instances with
clients undertaking their very �rst P3s in
the North American market.
It also won mandates to advise on
nearly $50 billion of new projects. These
include some of the world’s largest P3s
(Gateway, Maryland Capitol Beltway, LA
Metro), whole programmes like Georgia
DOT’s and Newfoundland, and it also
worked on advance multiple healthcare and
transit projects across Canada (Edmonton,
Surrey, RER, STM Blue Line, VIA HFR).
EY advised Los Angeles World
Airports (LAWA), on its ambitious Landside
Access Modernization Program (LAMP) for
what is the busiest origin and destination
airport in the world and a future Olympic
destination. EY acted as a commercial and
�nancial adviser on the P3 procurements for
the $2.8 billion Automated People Mover
(APM) and $1.3 billion Consolidated Rent-
A-Car (ConRAC) facility.
Another major deal was the project
to deliver a new automated fare collection
system in Boston, for which EY acted
as commercial and �nancial adviser
to Massachusetts Bay Transportation
Authority. This was the �rst P3 project for
the delivery of a new “smart ticketing”
solution in the US and will allow MBTA
customers to use their phones and
contactless credit cards to access all of the
MBTA’s transportation system (subway,
rail, bus, ferry).
In Canada, EY advised on the
procurement and �nancing of a $1.2
billion, new 720,000 square foot
healthcare facility in Ontario. EY
undertook transaction structuring,
procurement process development,
payment mechanism, proposal
evaluation, value-for-money analysis,
risk assessment, public sector
comparator and shadow bid model
construction, and �nancial advisory.
North American Bond Arranger of the YearCitigroupCitigroup topped IJGlobal’s bond
arranger year-end league table for 2018
in the highly competitive North American
market. It completed 44 transactions that
demonstrated the breadth of its work.
The bank led bonds for airports and
related assets, roads, renewables (including
portfolios), assets in the energy space, and
other non-conventional assets such as
weigh station bypass systems.
In addition, outside of senior secured
bonds at the asset level, Citi structured
and executed bonds entailing minority or
HoldCo risk (the Clover deal for example),
as well as securitization (sPower 2).
For Clover, Cordelio Power closed
C$678 million and $149 million of senior
secured notes in Canada and the US,
respectively, to re�nance bridge loans
used to fund the acquisition of 49% of
Enbridge’s interest in select renewable
assets in North America.
The notes were secured by a
�rst priority security interest in the
membership interests of the issuers and all
of their assets (including equity interests
in the JV partnership). The transactions
were marketed simultaneously to both
Canadian and U.S. investors and issued
in two currencies, and the deals were
3x oversubscribed.
In September Citi was one of the
arrangers of the $498.7 million back-
leverage notes secured by the class B
membership interests in sPower’s 652MW
portfolio of 16 operating, utility-scale
solar projects.
The notes leverage cash�ows
through maturity of all PPAs, plus post-
PPA cash�ows for several of the projects
(representing less than 10% of debt
sizing cash �ows), and a balloon sized to
contracted and some post-PPA cash�ows
beyond maturity of the notes.
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North American Legal Adviser of the Year (Private Sector)Norton Rose FulbrightIt was not just the sheer volume of deals
completed by Norton Rose Fulbright in
North America last year that caught our
judges’ attention, though 28 �nancial close
transactions recorded in IJGlobal’s year-
end league tables is impressive.
Instead, the judges praised the
variety of sectors and asset classes that the
�rm advised across last year. One judge
was impressed by how in the P3 space
the �rm had advised on four major deals
to close in 2018, which had a combined
value of more than $5 billion.
Norton Rose Fulbright advised
CDPQ Infra in its dual role of sponsor and
authority on the automated light rail tansit
(LRT) project in the Greater Montreal
Region, which will deliver a 67km of track
and 26 stations.
Another signi�cant transport
transaction was the Finch West LRT
in Toronto, which has a total contract
value of C$2.5 billion and involves
the construction of a new 11km rail
route. Norton Rose Fulbright advised
procurement agencies Infrastructure
Ontario and Metrolinx on the project.
Outside of P3, the �rm represented
Longroad Energy Partners, as sponsor, on
the construction and back-levered term
debt and tax equity �nancing of the �rst
merchant solar project in the US – the
313MW Phoebe project in West Texas.
The deal is hugely signi�cant as some wind
farms have been �nanced on a merchant
basis over the last few years, but no one
had managed to �nance a solar project on
that basis until this project.
The �rm also advised Brook�eld
Infrastructure on its acquisition of
Enbridge’s Canadian natural gas gathering
and processing business in the Montney,
Peace River Arch, Horn River and Liard
basins in British Columbia and Alberta for
C$4.31 billion. This is widely considered
the most signi�cant midstream deal in
Canada in 2018.
North American Corporate Trust Provider of the YearWilmington TrustCorporate trust providers play a vital yet
often overlooked role in the successful
�nancing of major infrastructure projects.
Wilmington Trust was involved in
more the 60 transactions in 2018 that
ranged from as small as $20 million
to as large as $1.5 billion, covering a
wide variety of sectors. In terms of types
of deal, it worked on everything from
vanilla bilateral loans to holdco back-
leveraged �nancings.
In the oil and gas sector, Wilmington
was noteholder representative, collateral
agent, deposotary agent and escrow agent
on a deal which saw AMP Capital and
Blackstone participate in a $1.5 billion
�nancing for Cheniere’s holding company
interests it has in the multiple LNG
facilities in North America.
The �rm’s standout transaction in the
power sector was the roughly $260 million
�nancing of a high-voltage transmission
line in Texas. OMERS and GIC are
sponsors of Texas Transmission Finco, a
minority member in Texas utility Oncor
Electric Delievery Company. Morgan
Stanley arranged a three-tranche debt
package for the borrower that featured
Prudential, RBC and EDC as lenders.
Wilimington acted as intercreditor agent,
collateral agent, and depositary agent.
In the funds space, Wilmington
served as administrative agent, collateral
agent, and depositary agent on a $175
million equity bridge loan supporting
Capital Dynamic’s latest clean energy
fund. Nomura and Commonwealth
Australia Bank were lenders on the deal.
The Clean Energy and
Infrastructure VII fund reached �nal
close at $1.2 billion in August 2018, and
it has already started deploying capital.
Wilmington has taken similar roles on
non-recourse �nancings connected to the
fund, including the acquisition of a stake
in the 121MW Springbok 3 solar plant
in California.
North American Legal Adviser of the Year (Public Sector)FaskenCanadian law �rm Fasken has built up
an enviable record advising on P3s and
is particularly well-known for its public
sector advisory work.
Fasken was been involved in some
of the highest pro�le and largest projects
not only in Canada, but in North America
for 2018. These included the REM project
in Montreal, the Trans Mountain Pipeline,
the Gordie Howe Bridge, and the A25 and
Waneta Dam transactions.
Fasken acted for the Government
of Canada and the Windsor Detroit Bridge
Authority on the Gordie Howe International
Bridge Project. It was involved with all
aspects of the deal from the outset including
drafting all documentation, negotiations
with bidders, liaising with all levels of
government in both Canada and the US.
The project is the �rst major new
border crossing between the US and
Canada in decades and will be the largest
port of entry and border crossing between
the countries. It was procured and paid
for solely by the Government of Canada.
Canada, Michigan and the US federal
governments worked together to accomplish
the transaction as mandated by an historic
crossing agreement signed by Canada and
Michigan and a Presidential Permit.
In another major 2018 deal, Fasken
acted for the Agence Régionale de Transport
Métropolitain, the planning agency for
transit in Montréal, on the Réseau express
métropolitain (REM) project.
Once completed, the REM
will be one of the largest automated
transportation system in the world after
Singapore, Dubai and Vancouver. It is also
the largest piece of public transportation
infrastructure in Canada since the
Montréal metro, inaugurated in 1966.
Valued at $6.3 billion, the REM
project is also signi�cant as it was the �rst
infrastructure project in Canada to receive
funding from the newly-formed Canada
Infrastructure Bank.
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North American Technical Adviser of the YearArupFor a �rm like Arup that has such a global
footprint, being active on multiple major
projects all at the same time is par for the
course. Yet 2018 proved an especially busy
year, with the �rm working on more than
40 ongoing transactions, many of which it
helped to bring to �nancial close.
It has built off previous success on
projects such as Long Beach Civic Centre
to win mandates advising public sector
clients such as the City of Napa, the City
of Los Angeles and City of Denver.
A phrase repeated during the judging
session for this category was that Arup is “a
market leader”, and a couple of its major
projects from 2018 demonstrate why.
Arup provided due diligence
advisory services to OMERS Infrastructure
for the acquisition of a shareholding
in integrated utility company Puget
Sound Energy (PSE). PSE is the largest
integrated electric and natural gas utility in
Northwest US and supplies electricity and
gas to over 1 million customers.
In a complex and highly
competitive sale process, Arup worked
closely with the advisory team to ensure
an integrated view of the valuation inputs
and risk pro�le for the transaction,
providing assurance in advance of the
investment committee stages.
Another major energy transaction
for Arup last year was the acquisition of
a 49% stake in the Maurepas pipeline
in Louisiana, by Alinda Capital Partners
from the pipeline operator SemGroup.
The 100 mile pipeline serves re�neries
in the Gulf Coast region, and poses
environmental challenges given that it runs
through ‘high consequence areas’ with
several waterway crossings.
Arup advised Alinda, helping to
develop a bottom-up assessment of the
long-term capex and opex requirements
for the pipelines, based on analysis of the
construction history, pipeline integrity
reports and expected maintenance activities.
North American Tax Adviser of the YearKPMGKPMG’s coverage of infrastructure
projects in North America is now
comprehensive; having built a team in the
region that has expertise in every corner
of the market.
During 2018, it performed the role
of tax adviser, essential to the ultimate
success of any project, on 20 separate
infrastructure transactions in North
America that reached �nancial close.
Notable deals include Antin
Infrastructure Partners’ acquisition of
100% of the equity interest in US �bre
services company FirstLight from private
equity �rm Oak Hill Capital Partners.
KPMG acted as tax adviser to Antin,
providing a full set of tax advisory services
in relation to the acquisition, including
tax due diligence, tax structuring and tax
modelling assistance.
Through its modelling work it
identi�ed the cash tax impact associated
with key tax items relevant to the deal
(including opportunities arising from
US tax reform); identi�ed an optimal
tax structure; and undertook diligence
to identify any historical tax issues that
would adversely affect deal value.
It was also tax adviser to
Transurban Group on its acquisition of
100% of equity in the A25 in Canada
from Macquarie Infrastructure Partners.
The A25 is a 7.2-km toll road and bridge
in Montreal North, which opened in May
2011 and is one of only two toll roads in
the entire province of Quebec.
Another major acquisition for
KPMG in 2018 was the deal that saw
IFM Investors and British Columbia
Investment Management agree to
acquire a 37.5% stake and 25% stake,
respectively, in Global Container
Terminals (GCT) from Ontario Teachers’
Pension Plan. GCT, headquarter in
Vancouver, operates four marine container
terminals in the US and in Canada.
KPMG was tax adviser to IMF Investors
throughout the entire acquisition process.
North American Insurance Adviser of the YearINTECH Risk ManagementINTECH holds a unique position in the
market, operating as an independent
insurance and risk management
consulting company that has built up
a strong reputation in the energy and
infrastructure market.
During 2018 it worked on
transactions spanning the power sector,
P3s, and other types of project �nance
and M&A deals. It is active in both North
America and Latin America, but its most
impressive transactions from last year
were located in the former. As well as
being involved in headline deals like Finch
West LRT and the MBTA automated fare
collection system, the �rm had to overcome
unique challenges on some other deals.
INTECH worked as lenders’
insurance adviser on the automated people
mover project at Los Angeles International
airport. The authority agreed to take on
the earthquake and terrorism risks on the
deal, which traditionally are insurable
risks passed down to bidding teams. This
alleviated cost concerns for these two risks
especially in consideration that both are
considered high hazard territories being an
airport and California.
However, the proposed authority risk
allocation did not include typical insurance
provided coverage for project delay and
loss of revenue risks related to those events,
and the contractual relief contained the
typical fault based carve-outs to such relief
that do not typically exist on insurance
policies. As such, the insurance programme
had to dove-tail with gaps in coverage in
the authority provided relief to provide
adequate protection.
INTECH also worked as lenders
insurance adviser on the Gordie Howe
Bridge deal, which required an innovative
approach to insurance due to the cross
border nature of the project along with
the non-traditional insurance placement
approach for P3 projects in both the US
and in Canada.
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North American Model Auditor of the YearBDO LLPA buoyant P3 market in North America
was good news for BDO LLP last year, as
it won work on 20 deals either at bid stage
or as they reached �nancial close.
The �rm’s continuing ability
to provide comfort and required risk
mitigation to sponsors and �nancial
investors on major infrastructure projects
is re�ected in IJGlobal’s year-end league
tables for 2018, which showed it in 1st
position for model auditors in terms of both
transaction count and total value of deals.
One of the �rm’s major deals from
last year was the Gordie Howe International
Bridge. BDO LLP supported the winning
consortium on the project, which entails the
construction of one of the world’s longest
bridges, connecting Canada and the US.
BDO LLP also supported the
winning bidder on the Consolidated Rental
Car (ConRAC) project at Los Angeles
International airport – the �rst ever P3 for a
ConRAC service in the US. The new facility
will consolidate the operations of rental car
agencies at LAX, currently spread across
23 separate properties. The facility will
comprise almost six million square feet and
be the largest ConRAC facility ever built –
providing over 18,000 parking spaces and
20 rental car facilities.
The �rm also had a successful year
in the energy sector. BDO LLP supported
Axium Infrastructure in its acquisition,
with ManuLife, of a 35% stake in
Northwestern Hydro, a 303MW portfolio
in British Columbia, from Alta Gas. It
also supported the subsequent re�nancing
of the short-term bridging facility with a
C$650 million private placement bond.
The �rm provided an initial
review of the acquisition �nancial
model, which was then rolled forward
to the bond �nancing in August 2018.
BDO LLP worked with the support of
its international network to provide a
review of the model’s tax treatments in
conjunction with a BDO International
member �rm in Vancouver.
Latin American MLA of the YearMUFGIt was a clean sweep for MUFG in the
Americas this year, with the Japanese bank
winning both the North American and
Latin American MLA awards.
With a team of 70 professionals
based in New York and Los Angeles as the
backbone of their Americas offering, the
bank is a formidable force in the market.
Among its most impressive deals
in 2018 was the �nancing supporting the
construction and operation of a seawater
desalination plant and associated facilities
at the Minera Spence copper mine in Chile.
MUFG acted as coordinating lead
arranger, �nancial adviser and hedge
coordinator for sponsor Caitan, a special
purpose vehicle established by Mitsui &
Co and Técnicas de Desalinización de
Aguas, on the $472 million term loan and
$46 million letter of credit facility raised
for the project.
One of the interesting features of
the deal is that the project has entered
into a construction plus 20-year BOOT
agreement with the owner of the mine,
which includes robust termination
provisions that trigger a termination
payment suf�cient to cover all the
outstanding debt.
Another signi�cant deal was the
�nancing of a 71MW PV solar project
located in Los Rodriguez, San Miguel de
Allende in the state of Guanajuato, Mexico.
The project was awarded a 20-
year power purchase agreement by the
Mexican Federal Electricity Agency,
Centro Nacional de Control de Energia,
for the Clean Energy Certi�cates and 15-
year PPA for energy and capacity in one of
the country’s most competitive renewable
energy tenders yet.
MUFG acted as joint lead arranger,
senior lender, administrative agent,
collateral agent and VAT lender for
sponsor X-Elio Energy.
Latin American Sponsor of the YearActisActis has established itself as one of
the world’s leading emerging markets
investors. Its activity spans private equity,
energy, infrastructure and real state,
offering a multi-asset strategy. Its portfolio
in the energy sector includes subsidiaries
Aela Energia, Atlantic, Atlas, Cerro de
Hula, Echo Energia, and Zuma Energia.
Actis has committed more than $3
billion in investments in Latin America to
date, and in 2018 it was involved in more
than a dozen transactions.
The company’s largest transaction
of 2018 was the $1.256 billion acquisition
of Intergen’s Mexican assets. In fact, it was
the largest acquisition ever completed by
Actis. The asset will be held in its Actis
Energy 4 fund.
The portfolio consists of six
combined-cycle gas turbine plants with a
combined 2.2GW capacity, one 155MW
wind farm (co-owned with IEnova), three
natural gas compression stations, and a
65km gas pipeline. The sponsor raised
$860 million in acquisition debt through
bonds that mature in 2035 and have a
coupon of 6.375%.
Actis’ Brazilian subsidiary Atlantic
Energias Renovaveis closed in 2018 an
innovative �nancing for its 207MW Santa
Vitoria do Palmar wind complex located
in Rio Grande do Sul.
IDB Invest provided a total credit
guarantee greater than the total value of the
debentures issued to fund the project. The
measure improved the credit rating of the
papers to a grade better than the Brazilian
sovereign rating, leading the bonds to be
�ve times oversubscribed and to close at the
lowest range of interest rates.
Atlantic Energias Renovaveis also
closed a $120 million re�nancing of the
50MW El Naranjal and 16MW Del
Litoral solar PV plants in Uruguay in June
2018. The �nancing consisted of a 24-year
full amortising senior secured facility with
AllianzGI as the anchor investor, and a
smaller subordinated debt package.
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Latin American Bond Arranger of the YearSMBCLeveraging off the bank’s established
market presence in Latin American
project �nance, SMBC and SMBC Nikko
have integrated their bank and securities
platform to provide a comprehensive
�nancial solution to its infrastructure
�nance customers.
As a result, SMBC Nikko has been
leading on project bond issuances both
public and private across Latin America, in
many cases as an active bookrunner.
EVM II is an 850MW in-
development, combined-cycle gas turbine
power plant located 60km northeast
of Mexico City that is due to achieve
commercial operations in June 2020. In
August, sponsors EVM Tenedora and
GE Energy Financial Services placed
$469 million of senior secured private
placement notes, with SMBC Nikko
acting as lead agent.
This landmark transaction is the
largest private placement for a power
project ever closed in Latin America. The
notes provided an ef�cient �nancing for
a green�eld project through a hybrid
structure that also included a term loan
A tranche, LC facilities and a local VAT
facility. The deal was evidence of growing
appetite in the US private placement
market for Latin American project debt.
Another landmark deal for SMBC
last year was also in Mexico. When Actis
acquired InterGen’s operating assets and
corporate platform in Mexico in April
2018, SMBC Nikko, BNP Paribas, JP
Morgan, Citi and Scotia coordinated
a 144A/Reg S offering of $860 million
senior secured notes rated Baa3/BBB to
part-�nance the deal.
The issuer originally planned to
fund the deal with a three-year term loan
provided by the underwriters that would
have been taken out by a bond after the
acquisition. Instead, the issuer managed
to �nd the way to issue the bond,
purchase the assets from InterGen and
collateralize simultaneously.
Latin American Financial Adviser of the YearAstris FinanceAstris, an investment bank solely focused
on raising �nancing for energy and
infrastructure projects, has now been active
in Latin America for just shy of 20 years.
It built on all those years of
experience to achieve strong results in
2018, with six deals closed across the
region representing more than $1.8 billion
in debt raised.
The most challenging of the Latin
America deals completed by Astris in 2018
was the 210MW dual PV and CSP Cerro
Dominador solar project in Chile.
It is the �rst CSP project in Latin
America, amongst the largest CSP projects
in the world, and by far a world record in
terms of storage capacity with 17.5 hours
of storage through molten salts. Astris
raised some $758 million of senior debt
on behalf of private equity fund EIG, who
took over the project from Abengoa, its
initial developer/contractor.
Challenges included the sheer size
of the project, the fact CSP of this size
is relatively non-proven technology, the
equity sale by Abengoa that warranted
structuring a complex co-EPC and
co-O&M structure with Acciona,
underpinned by complex arrangements
with respect to the IP related to certain
proprietary components of the project.
All this and the testing dynamics of the
Chilean market with respect to spot prices
and DistCo PPA demand.
Astris also advised on the �nancing
of two Mexican road PPPs during the year.
The �rst is the Pirámides – Tulancingo –
Pachuca highway conservation project, a
183km road between the states of Mexico
and Hidalgo sponsored by a consortium
led by Sacyr. The second is the 487km
Arriaga-Tapachula highway in the state
of Chiapas, which is being developed by
a group of local sponsors. These deals
demonstrate how established Astris now is
in the Mexican market.
Latin American Innovation Award NatixisOur judges specially requested this
next award, in acknowledgement of a
truly outstanding year for Natixis in
Latin America.
Despite having a relatively small
team in the region compared to some
of its rivals, the French bank punched
well above its weight to close on 11
transactions in 2018.
This award is not in connection to
volume of work completed by the bank
however, but instead for the innovation it
has facilitated in the market.
There is no better example of this
than the $175 million 29-year hybrid private
placement and �xed rate loan supporting
the Cajamarca Transmission Line in Peru.
Natixis was sole placement agent, sole
rating adviser and bookrunner on the notes,
and administrative agent of the loan. This
was the �rst ever hybrid loan and private
placement deal in Latin America.
Natixis privately placed $100
million to three US insurance companies,
with the notes rated BBB-, and was sole
lender on the loan. This dual placement
strategy allowed the sponsor to tap two
pockets of liquidity simultaneously at
attractive terms.
Another standout deal for Natixis
in 2018 was its role lending on the
$758 million debt package supporting
the development of the 210MW Cerro
Dominador CSP and PV project in Chile’s
Atacama Desert. Natixis was a lender on the
main term loan for the project, and the sole
provider of its debt service reserve facility.
The deal was dif�cult to get to
�nancial close not just because of the
perceived risks and additional costs
associated with CSP technology, but also
because of original equity sponsor Abengoa
having to sell its share in the project mid-
development due to �ling for Chapter 11
and Chapter 15 bankruptcy protection.
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Latin American Legal Adviser of the Year (International)Clifford Chance
2018 was another very strong year for
Clifford Chance in the highly competitive
Latin American market. Its work was spread
across the region, advising on deals that
closed in Argentina, Brazil, Chile, Colombia,
Ecuador, Mexico, Peru, and Uruguay.
As well as transaction advisory, the
�rm has been working with Argentina’s
Ministry of Finance and it’s newly
created PPP unit to develop a structure
for the �nancing of infrastructure
through their nascent PPP programme.
In terms of deals, Clifford Chance
was involved in some of the most
innovative and challenging �nancings
completed during the year.
The �rm advised lenders on the
210MW Cerro Dominador PV and CSP
project in Chile. The deal faced signi�cant
challenges due to technology risk and the
need for EPC contractor Abengoa to sell
its equity after �ling for bankruptcy.
The deal has a multi-tranche
structure. Given the size of the �nancing
($1.4 billion total capex) the sponsors had
to tap a range of sources: the international
market, the local market and the
institutional market.
Clifford Chance also advised IDB on
its �rst-ever issuance of a Reais-denominated
guaranty of a Brazilian infrastructure bond
backing the Santa Vitória do Palmar wind
project. The innovative offering leverages
IDB’s AAA credit rating to promote
development �nancing since, due to the
IDB guaranty, the issuer of the Brazilian
infrastructure bonds was able to offer its
investors a domestic Brazilian investment
with a local AAA rating, higher than Brazil’s
sovereign debt rating.
The �rm also advised Natixis and
certain note holders on the innovative
re�nancing of the Cajamarca Transmission
Line project in Peru, which was structured
as a hybrid term loan and private placement
debt package – a �rst for the region.
Latin American Legal Adviser of the Year (Local)Garrigues
This Chilean law �rm had another strong
year in 2018, advising on major transactions
both in project �nancing and restructuring.
The IJGlobal year-end league tables
show the �rm advising on an impressive
16 deals to reach �nancial close, in its
home market of Chile, in Peru, Mexico,
and Colombia.
In May, it advised on a debt package
raised by a Chilean entity owned by
EDF and Andes Mining & Energy for
the acquisition of 100% of the shares in
Sociedad Eléctrica Santiago. The entity
owns and operates the 100MW Renca
diesel power plant; 379MW Nueva Renca
combined-cycle diesel power plant; the
139MW Santa Lidia open-cycle diesel
power plant; and the 132MW Los Vientos
combined-cycle diesel power plant.
Alongside Allen & Overy, Garrigues
advised the lenders on the �nancing
of the construction and operation of a
seawater desalination plant and associated
facilities at the Minera Spence copper
mine in Chile. Mitsui & Co and Técnicas
de Desalinización de Aguas raised a $472
million term loan and a $46 million letter
of credit facility for the project.
Garrigues also advised Banco
Santander and BBV on an additional $40
million loan to the sponsors to �nance
VAT arising from construction.
Another substantial deal during the
year was the $310 million construction
�nancing provided by Banco Santander
and Euroamérica for the Rutas del Loa
toll road concession in northern Chile.
Intervial Chile, a subsidiary of ISA
of Colombia, is the sponsor of the 136km
road project, which links the port of
Antofagasta with Calama, Chile’s copper
mining heart. This innovative transaction
was designed for banks and institutional
investors, and during the construction
stage there will be public bonds issued to
repay the construction loan.
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Asia Pacific DFI of the YearAsian Development BankIt has been another outstanding year for Asia’s
leading development �nance institution.
The ADB’s Private Sector Operations
Department approved some 36 deals
amounting to $3.68 billion, with year-end
commitments comprising 30 deals.
The bank invested into companies
and projects across the region, including:
Armenia, India, Kazakhstan, Indonesia,
China, Sri Lanka, Thailand, Vietnam and
investments covering multiple countries.
Its investments covered a diverse
range of sectors including �nancial
institutions, agriculture, power,
healthcare, waste and waste-water
treatment, and transport.
Among its standout deals of 2018
was the 98MW Rantau Dedap geothermal
project in Indonesia, for which the ADB
provided funding during the exploration
stage and as part of the �nal construction
debt package. Support during the
exploration phase reduced resource risk,
a key issue for geothermal renewable
energy, and enabled the power plant to be
�nanced on a project �nance basis.
Last year the bank also advised
on the �nancial structuring, conducted
an early stage safeguards review, and
was an anchor lender on Thailand’s �rst
major IPP for four years – the 2,500MW
combined-cycle Chonburi power plant.
The total project cost is $1.5 billion with a
debt-to-equity ratio of 75:25 resulting in a
relatively long tenor of 23 years.
ADB also supported Thailand’s
leading IPP B.Grimm on the �rst certi�ed
green bond in Thailand. Speci�cally the
proceeds of the bond will be used to
fund construction and the re�nancing
of solar power plants in Thailand but
more broadly, it is hoped the deal will
encourage more green bonds in Asia.
Until now, they have been rare outside
of China.
ADB assisted B.Grimm with its
application to the Climate Bond Initiative
and was also a subscriber to the bonds.
Asia Pacific MLA of the YearSociété GénéraleFrench bank Société Générale may not
have been the most active lender in Asia
Paci�c last year, but the deals it was
involved in were truly transformative.
Its 33 deals and combined lending
of $1.7 billion was impressive, though
slightly behind the largest of the Japanese
and Australian banks. But awards are
not all about league tables, and the work
completed by Société Générale in 2018
made it a worthy winner of the best MLA
award according to our judges.
Foremost in its portfolio of
transactions was the �nancing of the
128MW Formosa 1 offshore wind farm
in Taiwan, the �rst in a long pipeline
of offshore wind deals to come in that
country. Strong interest from a club of
commercial banks demonstrated the
potential for the sector and the robustness
of the project contracts.
The deal was also the �rst in which
EKF had participated in in Taiwan, which
took part alongside four local lenders and
seven international banks.
In Australia, SG acted as MLA,
hedge provider and bank guarantee
provider in the A$235 million project
�nancing for the Bulgana Green Power
Hub. French renewable energy producer
Neoen is the sponsor of the project, which
comprises a 194MW wind farm and a
20MW/34MWh Tesla lithium-ion battery.
As the �rst agribusiness partnership
of its kind in the world, the Green
Power Hub will provide Nectar Farms,
Australia’s largest high ef�ciency,
hydroponic greenhouse, with 100%
renewable energy. It will use up to 15% of
the energy generated by the Green Power
Hub, with the remaining 85% going
straight into the local grid.
SG was also MLA, underwriter,
bookrunner, technical & modelling bank
and hedge counterparty in an up to $500
million RBL in favour of Medco’s Block A
gas development project and Senoro gas
�eld project, both in Indonesia.
Asia Pacific Sponsor of the Year MarubeniYou need a lot of patience if you want to
develop major power projects in Indonesia
or Vietnam. The demand for new
generation is huge in these countries, but
projects often get tied up in bureaucratic
knots for many years, and some are never
completed at all.
All of which underlines what an
excellent year Japanese developer Marubeni
had in 2018, closing two major projects in
Indonesia and another one in Vietnam.
The most eagerly anticipated of
the three has been Java 1 in Indonesia.
The project consists of developing a
1,760MW gas-�red combined-cycle power
plant and associated �oating storage and
regasi�cation unit. It is the �rst time a gas-
to-power facility has been project �nanced
anywhere in Asia.
Marubeni and co-sponsors
Pertamina and Sojitz raised just over $1.3
billion in loans to fund construction, with
Japanese export credit agencies JBIC and
NEXI lending directly and providing
guarantees, respectively.
Marubeni also reached �nancial
close on the Rantau Dedap geothermal
project in Indonesia, which it is a sponsor
of alongside Engie, Supreme Energy and
Tohoku Elelctric Power. JBIC and NEXI
both participated in this �nancing too, as
did the ADB and several commercial banks,
with $540 million in debt raised in total.
The sponsor’s third project to
close in 2018 was the 1,200MW Nghi
Son 2 coal-�red power plant in Vietnam.
Marubeni was awarded the project 10
years previously following an international
bidding process, only reaching �nancial
close on the roughly $1.9 billion debt
package in April 2018.
As one of our judges commented:
“Marubeni is undoubtedly the sponsor
of the year. It closed challenging deals in
dif�cult jurisdictions, especially Java 1 which
had unique features. It is also interesting to
see a sponsor close gas-�red, coal-�red and a
geothermal deal all in one year”.
IJGLOBAL COMPANY AWARDS 2018 IJGLOBAL COMPANY AWARDS 2018
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Asia Pacific Legal Adviser of the YearAllen & OveryIn an excellent year globally for the �rm,
Allen & Overy had an impressive 2018
in the Asia Paci�c region. It had a role
on virtually all of the major projects to
reach �nancial close during the year, with
IJGlobal’s year-end league tables recording
28 deal with a combined value of just
under $20 billion.
The law �rm claims the most
extensive footprint in the region, giving
it unrivalled geographical coverage, with
project �nance partners located in Tokyo,
Singapore, Jakarta, Seoul, Hong Kong, Ho
Chi Minh City, Bangkok, Sydney, and Perth.
In total in the Asia Paci�c, the �rm
has more than 40 specialist project �nance
lawyers led by 19 experienced partners.
A&O had the high pro�le but
challenging role of advising ECAs and
commercial banks on the $1.77 billion
project �nancing of the Java 1 gas-�red
power plant and FSRU development.
The deal is the �rst ever gas-to-power
project in Asia, and has an unusual and
complex structure.
The project is being developed by
Pertamina, Marubeni and Sojitz. Project
participants had to take account of the
complexities involved with an integrated
project with layers of “project on project
risk”, requiring some careful lawyering
and risk management.
In Vietnam, A&O advised sponsors
Marubeni and KEPCO on the �nancing
of the 1,200MW Nghi Son 2 coal-�red
power plant, which took 10 years to get to
�nancial close.
The project is the �rst successful
limited recourse �nancing of a BOT
power project using imported fuel and
trans-shipment in Vietnam. These trans-
shipment arrangement added signi�cant
complexities to the deal.
Another signi�cant deal last year
was the project �nancing of the 670MW
Nam Theun 1 hydropower project in
Laos, which is supported by an offtake
agreement with EGAT in Thailand.
Asia Pacific Financial Adviser of the YearSMBCYet again SMBC is setting the precedent
for �nancial advisory in the Asia Paci�c
region. The Japanese bank has a truly
global focus and also had strong years in
other regions but it remains the team to
beat in its our backyard.
In 2018, SMBC signed 24 new
mandates for energy and infrastructure
projects. These span a wide range of
sectors and markets – offshore wind
in Taiwan, hydro in Thailand, solar in
Vietnam, gas-to-power in both Bangladesh
and Indonesia, airports in the Philippines,
roads in Thailand, water projects in
Vietnam, and biomass in Japan.
In total, it has a pipeline of 35 deals.
The bank saw two of its major
advisory projects reach �nancial close last
year, both the Vietnam.
On 3 August 2018, Long Son
Petrochemicals Company Limited, a
subsidiary of Siam Cement Group,
signed a $3.2 billion loan package for
the construction and development of its
integrated petrochemicals project in Vietnam.
SMBC was also �nancial adviser
to sponsors Marubeni and KEPCO
on the 1,200MW Nghi Son 2 coal-
�red power plant in Vietnam, a project
more than 10 years in the making. The
�nancing involved two ECAs and seven
commercial banks providing the 20.25
year �nancing. Nghi Son 2 is the �rst
power plant awarded on a competitive
basis in Vietnam, and is the �rst of a
number of IPPs that have been waiting to
be developed since the Mong Duong 2 IPP
project in 2012.
Next year SMBC expects the
640MW Yunlin and 360MW Guanyin
offshore wind projects in Taiwan to
reach �nancial close. The projects, both
of which it is �nancial adviser for, will be
the largest offshore wind developments
in the country with a debt requirement of
roughly $3.5 billion.
Asia Pacific Bond Arranger of the YearCitigroupCitigroup had another outstanding year
in 2018, continuing its work to innovate
and open up new pools of liquidity for the
energy and infrastructure sector.
The bank says its sees project
sponsors becoming more sophisticated
in exercising �nancial discipline, and
leveraging institutional investor liquidity
for funding requirements to achieve the
most ef�cient capital structure.
And with banks’ balance sheets
becoming increasingly constrained by capital
limitations, new ways are being developed to
utilise institutional investor liquidity.
These two trends were evident in
Citigroup’s two outstanding transactions
from 2018.
Firstly Citi was a joint global manager
on Asia Paci�c’s �rst ever securitization of
project and infrastructure �nance loans.
Bayfront Infrastructure Capital, managed by
Clifford Capital, distributed the �oating rate
notes to Reg S investors in a collateralised
loan obligation structure.
The underlying loan portfolio
represented 30 projects encompassing 37
tranches of debt located across APAC and
the Middle East purchased directly from
bank lenders in the region. This effectively
of�oaded capital from banks’ balance
sheets, enabling them to recycle capital to
be utilized in new project & infrastructure
funding requirements in the region.
The structure of the deal also
mitigates barriers to entry for investors,
such as specialized resources, portfolio
concentration and emerging market risks.
The second major deal of the year
for Citi was the $1.4 billion project bond
to re�nance existing debt facilities for the
Australia Paci�c LNG project. The deal
represented the largest-ever US private
placement issued in Asia.
Citi was a bookrunner, alongside
ANZ and JP Morgan, on the long-term
�xed-rate debt that replaced construction
stage loans from China Exim.
IJGLOBAL COMPANY AWARDS 2018 IJGLOBAL COMPANY AWARDS 2018
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MENA DFI of the YearIFCIn a region awash with petrodollars, it is
easy to miss the development �nance deals
being done in its emerging economies,
obscured as they are by the behemoth
energy transactions that dominate debate
and grab headlines.
But IFC has continued in recent
years to meet its objective of facilitating
the �nancing of projects which could not
be banked without its assistance.
2018 yet again demonstrated IFC’s
ability to get deals done in the most
challenging of environments. Among its
deals from the year was a 7MW rooftop
solar project in Gaza, while it was also
provided a direct loan and debt through its
Managed Co-Lending Portfolio Program
to Atheer Telecom Iraq for the repair and
upgrade of its telecoms network damaged
by the con�ict with ISIS.
As an ongoing initiative, IFC is
lobbying the region’s emerging nations
such as Tunisia, Lebanon, Palestine and
Iraq to launch potentially bankable
renewables projects in the near future, to
help those states become less reliant on
imported fuels.
The development bank’s major
closed deals in MENA last year happened
in Jordan, a country where it has already
been active in renewables procurement. In
January, it closed on the 10th renewables
project in Jordan to feature IFC support –
the 200MW Baynouna solar.
Masdar is the sponsor of the
project, which was backed by a $188
million debt package arranged by the
IFC, which was the sole MLA on the
deal. JICA, DEG, OFID, FMO and EAB
also lent 18.5-year loans to the project,
which bene�ts from a 20-year PPA with
state utility NEPCO.
Later in the year, the 50MW Abour
Energy wind farm and 51.75MW Daehan
wind farm, both backed by the IFC, also
reached �nancial close. The former is
being developed by Xenel International,
while KOSPO and Daelim are the
sponsors of the latter.
MENA MLA of the YearStandard Chartered2018 saw Standard Chartered’s Middle
East project �nance team execute on an
impressive eight deals that demonstrated
innovation and diversity. Its portfolio
of deals spanned a wind deal in Jordan,
a re�nery in Oman, and a mini-perm
re�nancing in Bahrain.
Many of the transactions included
numerous exceptional characteristics
demonstrating Standard Chartered’s
continued commitment to �nding
pioneering solutions to address the Middle
East’s substantial infrastructure needs.
The largest deal the bank worked on
last year was the Duqm Re�nery green�eld
development in Oman. The project entails
the development of a 230,000 bpd re�nery
and related infrastructure including a
product export terminal at the Port of
Duqm. It has a total cost of nearly $9
billion, and 29 �nancial institutions from
13 countries provided the $4.6 billion debt
package. Three export credit agencies also
provided insurance and guarantees.
The project is the �rst major
industrial development in Sezad and will
be the springboard for making Sezad one
of the largest developments of its kind in
the Middle East.
It is the �rst major cross border
re�nery project in the Middle East
region, the �rst joint venture of a re�nery
project in the region between government
owned oil companies of two Middle East
countries, and the �rst re�nery in the
Middle East to process crude from another
Middle Eastern country on a long-term
contractual basis.
Standard Chartered was also an
MLA on the $71.4 million debt package
supporting Daehan Wind Power and Abour
Energy’s 51.75MW wind farm in Jordan.
Having limited indigenous resources of
energy, Jordan is highly dependent on
imports to satisfy its demand for electricity,
making new renewable energy project
strategically very important for the country.
The project ben�ts from a 20-year offtake
agreement with state utility NEPCO.
MENA Sponsor of the YearACWA PowerAnother year of ground-breaking deals
has further cemented ACWA Power’s
position as the sponsor to beat in the
MENA region.
In 2018, the Saudi Arabian
developer closed on a record-setting solar
PV project in Saudi Arabia and an Omani
IWP, while also winning tenders for
another IWP in Saudi Arabia and an IWPP
in Bahrain. It also spent 2018 putting
the �nal touches to the �nancing for the
region’s largest ever CSP project. As one of
our judges put it, this company “is not just
competitive, it delivers”.
The stand out �nancing for the
company in 2018 was the Sakaka IPP in
Saudi. The project carries the lowest ever
tariff bid for a solar project anywhere in
the world, equivalent to roughly $0.0234
per kWh. Natixis was the sole underwriter
for the $240 million debt package,
structured as a six-year mini-perm.
Sakaka is a hugely signi�cant deal
for Saudi Arabia as it pursues its target of
developing 9.5GW of renewables capacity
within the next �ve years.
ACWA Power’s other �nancial
close deal of the year was for Salalah
IWP, a 25 million gallons per day reverse
osmosis desalination project in Oman. The
�nancing featured local and international
lenders and was notable for the
participation of Siemens Bank in its �rst
investment of this kind in the region.
The developer was awarded
the contract to develop the 1,500MW
Al Dur 2 IWPP project in Bahrain in
October 2018 following a competitive
tender process. It is now moving towards
�nancial close on a roughly $900 million
debt package that is expected to feature
ECA and commercial bank debt.
It also won the tender for the
Rabigh 3 IWP project in Saudi Arabia in
November 2018, and by March 2019 it
had closed on the 950MW fourth phase
of Dubai’s solar programme – the �rst to
feature a CSP component.
IJGLOBAL COMPANY AWARDS 2018
80ijglobal.com Spring 2019
MENA Technical Adviser of the YearMott MacDonaldAlready an established presence in the
region, Mott MacDonald doubled the size
of its MENA team in 2018.
The company offers a full suite
of technical advisory services including
transaction advisory, environmental and
social advisory, lender’s technical advisory
and owner’s engineer advisory. Its clients
in the region include governments,
lenders, IFIs and bidders on various types
of transaction.
Possibly its most challenging deal
from 2018 was the �nancing of the Agadir
desalination project in Morocco. With a
275,000 m3 production capacity per day,
Agadir is the world’s largest plant designed
for drinking water and irrigation. It has
the particularity that it is a mutualised
project: there are two PPPs in the plant (for
drinking water and irrigation water) which
adds complexity, but creates ef�ciencies.
The desalination project will supply
drinking water to 2.3 million inhabitants
by 2030, 20% of whom live in rural areas.
The second half of the project represents
125,000 m3/d of desalinated water for
irrigation, and a distribution network to
cover 13,600 hectares of farmland.
The plant is alleviating a drought
crisis. Water stocks in Agadir’s farming
areas were seven times lower in 2008
than in 1982, and the average rainfall is
expected to decline in coming decades.
The project design provides for possible
capacity expansion up to 450,000 m3/day.
Other major recent projects for
Mott MacDonald in the region include
the Al Dur II IWPP in Bahrain for which
it provided lenders’ technical advisory
services, and the DEWA CSP project,
which represents the largest investment in
CSP in a single site anywhere in the world.
The �rm provided DEWA with
technical feasibility studies, functional
speci�cations and contribution to request for
proposals documents, assistance throughout
the whole competitive bidding process, and
ongoing training and capacity building.
MENA Legal Adviser of the YearAllen & OveryThe judges acknowledged that competition
was again very high in this category, but
picked A&O over its rivals thanks to
some very complex transactions reaching
�nancial close.
The hard �gures support A&O’s
selection too. In IJGlobal’s year-end
league tables, it came out a clear 1st in
the MENA legal adviser rankings, with its
12 closed deals almost double its closest
rivals. Accumulatively the transactions
it worked on had a value of more than
$18.5 billion, and it took more than 15%
of the legal adviser market.
Anywhere you look in the region
and A&O is there. The �rm is advising
on most, if not all, of the UAE’s strategic
power projects, including bids for the
mega solar projects in Abu Dhabi and
Dubai, and advised lenders on ACWA
Power’s DEWA IV CSP project. The �rm is
also advising various consortia on bids for
Sakaka solar PV, Dumat Al Jandal wind
farm, Rabigh IWP, Dammam STP, district
cooling projects in Saudi Arabia and the
Egyptian FiT phase 2 project.
As for closed transactions, A&O
advised the project company on all aspects
of the development and �nancing of the
230,000 barrels per day green�eld oil
re�nery project at Duqm Special Economic
Zone in the Sultanate of Oman.
The Duqm re�nery has a total cost
of nearly $9 billion and the sponsors
raised a $4.6 billion debt package to part-
fund construction.
A&O also advised the sponsors of
the Salalah IWP in Oman, which reached
�nancial close in August 2018. The project
will have a capacity to generate 25 million
gallons per day of desalinated water.
In an upcoming deal, A&O is
advising nine ECAs and other lenders on
the $6 billion BAPCO re�nery expansion.
This project will increase the capacity
of the facility from 267,000 to 360,000
barrels per day and dramatically upgrade
the production slate.
MENA Financial Adviser of the YearSMBCIn the space of a few short years, SMBC
has gone from one of many leading
�nancial advisers in the Middle East and
North Africa to a strong number one in
the market.
2018 solidi�ed this position with
a strong mix of public sector and private
sector mandates. Five transactions it
advised on also reached �nancial close
during the year, according to IJGlobal
year-end league tables, including the
record-breaking 300MW Sakaka solar PV
project in Saudi Arabia.
Sakaka attracted the lowest ever
tariff for a solar tender anywhere in the
world, and is the �rst in a long pipeline
of renewable energy projects due to be
developed in Saudi Arabia over the next few
years. SMBC has been working as �nancial
adviser to the Ministry of Energy, Industry
and Minerals on its highly ambitious
National Renewable Energy Programme.
Elsewhere SMBC advised on the
�nancing of the Sharjah waste-to-energy
project, the �rst project of its kind anywhere
in the region. Sponsors Masdar and Bee’ah
are developing a facility to treat around
330,000 tonnes of waste per year and to
produce 30MW of electricity. Lenders on
the roughly $163 million �nancing included
Abu Dhabi Commercial Bank, Abu Dhabi
Fund for Development, Siemens Bank,
Standard Chartered Bank and SMBC.
Like Sakaka, the deal is hugely
strategically important, as Sharjah has a
target of zero waste-to-land�ll by 2020,
while the wider UAE is aiming to divert
75% of its solid waste from land�ll by 2021.
SMBC also advised KIPIC on
the �nancing of a permanent LNG
regasi�cation plant in Kuwait.
The project has a total cost of $3.6
billion and KIPIC raised $2.6 billion
through an ECA-backed debt package.
The �nancing was over-subscribed with
funds coming from Europe, Korea, Japan
and Kuwait. The debt carries a tenor of
10 years plus construction.
Europe Power struggle in Bulgaria
Acquisition of Veja Mate offshore wind
Germany walks on cooling coals
INS
IDE
Source: IJGlobal, from 1 January 2019 to 31 March 2019
Hinkley Point C Nuclear Power Station
Clogherhead Offshore Wind Farm
Croatia FTTH Network
Dieppe-Le Treport Offshore Wind Farm
Ireland Higher Education PPP (Bundle 1& 2)
Moscow-Kazan HSR
Dunkirk Offshore Wind Farm
Ploiesti-Suceava HSR
10 JanAcquisition of Guillena-Salteras Solar PV Plant
15 FebYerevan CCGT Power Plant
18 MarSkinansfjellet & Gravdal Wind Farms
26 MarLa Fernandina, Miramundo & Zafra Solar PV Plants
19 MarIrish Social Housing Bundle I
29 JanSyvash Wind Farm Phase I
Ireland7 projects
Netherlands7 projects
UnitedKingdom
37 projects
Spain12 projects
Others56 projects
Italy8 projects
Germany13 projects
France17 projects
Greece9 projects
France $7.07 billion 17United Kingdom $6.71 billion 31Spain $6.21 billion 13Germany $2.60 billion 3Italy $2.43 billion 21Russia $1.30 billion 3Belgium $929 million 3Norway $820 million 4Luxembourg $750 million 1Sweden $422 million 4Netherlands $363 million 6Iceland $305 million 1Armenia $294 million 1Portugal $293 million 5Ireland $260 million 3Finland, Sweden $207 million 1Ukraine $177 million 1Turkey $116 million 2Finland $100 million 2Slovakia $63 million 1Greece $43 million 1Hungary $12 million 1
Pipeline & procurement deals Projects with recent tender updates
Transactions that reached financial close
166DEALS
Renewables: $12.73 billion
Transport: $8.88 billion
Power: $3.21 billion
Telecoms: $2.72 billion
Oil & Gas: $2.19 billion
Mining: $772 million
Closed deal values by sector Countries with highest closed deal values
81ijglobal.com Spring 2019
82ijglobal.com Spring 2019
BULGARIAN POWER
In early March state-owned NEK
launched the process to �nd private
partner for the 2GW Belene nuclear
power station, with reported interest from:
CNNC; Korea Hydro and Nuclear Power;
Framatome; and GE.
The Lv9-20 billion ($5.2-11.5
billion) project has suffered several
false starts, though, and a target to have
completed construction in eight years
looks optimistic given public opposition.
Plans to add a new unit at the
Kozloduy nuclear power station look even
more uncertain given a court decision in
May 2018 to reject its EIA.
Renewable energy should be well-
placed to plug this gap, particularly given
the base of renewables projects already
active in the country.
RenewablesLargely due to generous feed-in tariffs
introduced in a rush to modernise its
heavily regulated energy sector, Bulgaria
was among the EU countries that exceeded
their national targets for production and
consumption of energy from renewable
sources under the “Europe 2020” strategy.
By 2016 Bulgaria had already passed its
2020 target of 16% renewables, reaching
18.8% of the total power mix.
The country’s Ministry of Energy
recently introduced market changes to
further boost renewable energy projects.
In light of the 1.1GW of new renewables
to be connected to the grid by the end of
2026 as forecasted by ESO, the country
leaned in to the EU’s push to replace its
feed-in tariff scheme with a more market-
based feed-in premium.
The intention is to attract
investments into the sector, while taking
some of the burden off state utility
NEK which is obliged to buy all power
generated by renewables.
As shown by data compiled by
IJGlobal, there has been a tangible
increase in the energy produced by
renewable sources in the period 2011-
14, stimulated by feed-in tariffs for
smaller scale wind and solar, which led to
fragmentation of the capacities. However
as tariffs subsequently reduced, renewables
have been growing at a much slower pace.
The country boasts a few large-scale
renewable energy projects, though all were
commissioned before 2012. They account
for 383.9MW of installed capacity:
156MW St Nikolas Kavarna wind farm;
72.5MW Vetrocom wind farm phase I
and II; 60.4MW Karadzhalovo solar PV;
60MW Suvorovo wind farm; and 35MW
Kaliakra wind farm.
Conventional energy sourcesIJGlobal data shows that 64% of total
power capacity in the country is from
conventional power plants, followed by
hydro (29%) – a traditional source heavily
developed since the 1960s.
Around one third is produced by
nuclear facilities 1GW Kozloduy Unit 5
and 1GW Kozloduy Unit 6. Other large
generators include three coal-�red plants:
1,456MW Maritsa Iztok-2, 900MW
ContourGlobal Maritsa East 3, and
670MW AES Galabovo.
While two of these coal-�red
facilities have been completely rebuilt or
thoroughly modernised, the state-owned
Maritsa Iztok-2 has been at the centre of
an ecological debate given it is the largest
coal-�red power plant in the Balkans.
Maritsa Iztok-2 might face further issues
related to emissions spending and a
possible shutdown if not modernised.
Bulgaria comfortably met its early
renewables targets and has introduced
reforms to accelerate solar and wind
developments, but these technologies still
only make up a small fraction of total
generation. It is yet to be seen whether
foreign investors will be attracted to its
upcoming renewables projects.
Power struggle
DATA ANALYSIS: Uncertainty around conventional energy sources in Bulgaria could open the door for renewables. By Lyudmila Zlateva & Daniela Todorova.
38%
5%29%
21%
6%1%
Coal-fired
Gas-fired
Hydro (incl. small hydro)
Nuclear
Onshore wind
PV solar
Installed capacity by sub-sector
Source: IJGlobal
83ijglobal.com Spring 2019
GERMAN OFFSHORE WIND
In February, a consortium of Commerz
Real, Ingka Group, KGAL Group and
wpd invest reached �nancial close on the
acquisition of a majority stake in Veja
Mate, an operational 402MW offshore
wind farm in the German North Sea.
The deal, which saw two existing
shareholders exit the asset, had a value
of €2.3 billion ($2.6 billion) and featured
both equity and holding company debt.
The assetThe sellers – a Highland Group-led
consortium – acquired Veja Mate from
Bard, the project’s original sponsor, in
September 2014 for €1.3 billion.
The consortium of Highland Group,
Copenhagen Infrastructure Partners II (CIP
II) and Siemens Financial Services brought
the offshore wind farm to �nancial close
for a total value of €1.9 billion on 29 June
2015, shortly before the deadline to qualify
for a grid connection.
SMBC was bookrunner on a €1.27
billion debt syndication that closed in
September 2015. The debt had a 12.5-
year tenor post-construction with pricing
starting at 200bp above Euribor, stepping
up to 225bp.
Commissioned in May 2017, Veja
Mate consists of 67x 6MW Siemens
SWT-6.0-154 turbines and bene�ts from
an eight-year FiT of €194 per MWh. An
additional 4.7-year FiT of €154 per MWh
is also in place.
The sponsors restructured the senior
debt facilities in July 2018. Terms of the
re� were not disclosed, but a source close
to the deal said that the existing 67:33
debt-to-equity ratio remained in place.
The dealCommerz Real, Ingka Group, KGAL
Group and wpd invest collectively
paid roughly €600 million for an 80%
shareholding. Commerz Real, Ingka
Group and wpd invest paid around
€200 million for their respective stakes,
while KGAL Group – via the Enhanced
Sustainable Power Fund 4 – paid
signi�cantly less for its single-digit
shareholding.
The buyers assumed the debt-
package that was raised for the 2018
re�nancing.
The transaction saw Highland
Group and CIP II divest their stakes,
while Siemens Financial Services stayed on
with a reduced stake, resulting in a new
shareholding structure of: Commerz Real
(27%); Ingka Group (25%); wpd invest
(21%); Siemens Financial Services (20%);
and KGAL Group (7%).
DebtThe acquisition of the 80% shareholding
had a debt-to-equity ratio of around 60:40.
A total of 18 lenders provided debt,
on different terms. The lenders comprised
Astorg Infrastructure 1, Banco Santander,
BayernLB, CaixaBank, Commerzbank,
EKF, Helaba, KfW, KfW IPEX-Bank,
Natixis, NRW Bank, Rivage Euro Dette
Infrastructure 1, SCOR Infrastructure
Loans II, Shinsei Bank, SMBC, Société
Générale, Sumitomo Mitsui Trust Bank
and Zencap Infra Debt 2.
Advisers working on the deal
included: Amsterdam Capital Partners as
exclusive �nancial advisers to the buyers;
Watson Farley & Williams as legal advisers
to the buyers; Green Giraffe and FIH
Partners as exclusive �nancial advisers
to the existing owners; and CMS as legal
adviser to the sellers.
TechnicalVeja Mate exports power to the
transmission grid via the BorWin2
converter station to the onshore Diele
substation near Weener, having been
connected to the platform in mid-
December 2016.
A 50:50 partnership between
Boskalis and Volker Wessles was awarded
the €500 million contract for the design,
procurement, fabrication, supply,
transportation, installation and testing of
the foundations in June 2015.
Smulders was contracted to provide
design, production, transportation and
installation of a topside and jacket,
while Sormec was contracted to supply
a M350/3S telescopic boom crane in
October 2015.
EMS Maritime Offshore was
awarded the contract to guard the
offshore wind farm with its �eet of guard
vessels. SMC was contracted to deliver
full-scope marine coordination and vessel
management on the project.
Acquisition of Veja Mate
DEAL ANALYSIS: A consortium of four investors drew on 18 lenders to acquire a majority stake in one of Germany’s largest offshore wind farms. By Elliot Hayes.
11 September 2014
Highland Group’s consortium acquires project from Bard
31 May 2017
Wind farm commissioned
13 February 2019
Financial close on acquisition of 80% stake
Timeline
29 June 2015
Financial close
6 July 2018
Refinancing closes
84ijglobal.com Spring 2019
GERMAN POWER
A German government-appointed
commission announced on 26 January
that the country should shut down all of
its coal-�red power plants by 2030 at the
latest. The German government and 16
regional states must now implement the
roadmap proposals.
The decision follows Germany
admitting that it was on track to fail its
2020 emissions targets, and the plans put
forward by the commission are at the
center of Germany’s strategy to shift to
renewables. Berlin is looking to reduce
carbon dioxide emissions from the energy
sector by over 60% by 2030, compared to
1990 levels.
Under the proposed multi-billion
plan, Germany’s coal-�red capacity
would be reduced to 30GW by the
end of 2022 and then 17GW by the
end of 2030, as shown by IJGlobal
data. Currently, coal-�red power plants
account for some 42GW of the country›s
installed capacity.
Nuclear reactionIn addition to shutting down coal-�red,
Germany remains committed to its pledge
to phase out its nuclear power programme
by 2022.
IJGlobal data shows that nuclear
power plant operators in Germany
(including RWE, E.ON, EnBW and
Vattenfall) will have to shut down around
10GW of nuclear power distributed across
seven facilities by the 2022 deadline. E.ON
is due to take the hardest hit, followed by
EnBW, RWE and Vattenfall.
Among the nuclear plants slated
for decommissioning are: 1,410MW
Brokdorf; 1,288MW Gundremmingen C;
1,360MW Grohnde; 1,336MW Emsland;
1,392MW Philippsburg; 1,485MW Isar 2;
and 1,320MW Neckarwestheim
Powering onThis shift away from nuclear – and now
also coal-�red power generation – has
sent ripples through the German energy
sector, pushing E.ON and RWE to
separate its renewable energy businesses
from their coal and nuclear operations
due to anticipated dwindling margins. The
German powerhouses unveiled in March
2018 a complex assets exchange deal
which will see E.ON merge its renewables
operations with RWE subsidiary Innogy
– with the combined business to be
subsumed into RWE, greatly boosting its
renewable energy offering.
E.ON in turn gains Innogy’s
regulated energy networks and customer
operations. The merger, which has a total
value of €43 billion ($56.6 billion), is
expected to close no earlier than mid-2019.
Sweden’s Vattenfall, meanwhile, had
as early as 2016 completely divested its
German brown coal portfolio of assets to
Polish energy group EPH.
While Germany decision to exit
coal comes as no surprise, the phase-out
policy means that even the most modern,
newly-build coal-�red power plants – such
as Uniper’s €1.5 million ($1.7 million),
1.1GW power plant in Datteln – risk not
to be connected to the grid.
However, despite the political will
to cut coal from the national energy
mix, it represents a signi�cant portion of
Germany’s power generation capacity.
Data compiled by IJGlobal shows that
coal-�red power plants account for nearly
46GW of installed capacity, only behind
onshore wind and solar.
Walking on cooling coals
DATA ANALYSIS: The move to cut coal from the national energy mix has sent ripples through Germany’s energy sector. By Lyudmila Zlateva & Sophia Radeva.
0
10,000
20,000
30,000
40,000
50,000
60,000
Operational 2022 2030 2038
Cap
acity
(M
W)
Coal-fired(decomissioned)
Nuclear(decomissioned)
Coal-fired
Nuclear
Nuclear and coal-fired to be decomissioned
Source: IJGlobal
4,067.88MW
2,712MW
2,203MW
282MW 227.12 MW
E.ON EnBW RWEVattenfall Stadtwerke Bielefeld
Nuclear power owners by capacity
Source: IJGlobal
Middle East& Africa
You queue and wait – Kuwait PPP
DEWA solar IV, UAE
INS
IDE
Source: IJGlobal, from 1 January 2019 to 31 March 2019
Tanajib Co-Generation Power Plant
DEWA V solar PV
Rabigh Solar PV Plant
New Mansoura Desalination Plant
Noor Midelt CSP-PV Plant Stage I
Etihad Railway Network Stage II
ADNOC Oil Pipelines
6 October Dry PortUAE
12 projects
SaudiArabia
12 projects
Others10 projects
Oman5 projects
Israel4 projects
Jordan4 projects
Tunisia13 projects
Egypt4 projects
United Arab Emirates $10.86 billion
Saudi Arabia $700 million
Egypt $400 million
Bahrain $238 million
Tunisia $196 million
Israel $97 million
Algeria $24 million
Pipeline & procurement deals Projects with recent tender updates
Transactions that reached financial close
64DEALS
Closed deals by country
Mining: $6.73 billion
Renewables: $4.36 billion
Water: $1.02 billion
Oil & Gas: $400 million
Closed deal values by sector
31 JanDEWA IV CSP
01 FebEmirates Global Aluminium Refinancing
28 FebAcquisition of a 30% Stake in IDE Technologies
18 MarAcquisition of a 30% Stake in Rabigh IWSPP
04 MarRabigh 3 IWP
29 JanAcquisition of 51% of Tenes Desal
85ijglobal.com Spring 2019
KUWAIT PPP
86ijglobal.com Spring 2019
Kuwait recently announced the
restructuring of its Kuwait Authority for
Partnership Projects (KAPP), which has
failed to deliver on a long list of proposed
PPPs in the country. Only one project
has reached �nancial close in Kuwait
using the PPP model – the 1,500MW Az
Zour North gas-�red power plant – and
that project was actually procured under
KAPP’s predecessor agency Partnerships
Technical Bureau (PTB).
The government’s changes in the
PPP law aim to remove administrative
barriers that have delayed planned
projects. Ever since PTB was launched in
2008 the government’s PPP plans have
been, and remain, extensive.
The Kuwait government aims to
add another 4.5GW of power capacity
via the PPP model by procuring the
previously cancelled Al Khairan and Az
Zour North 2 IWPPs.
With the PPP programme stalled,
the government is pushing forward other
infrastructure plans that dwarf the pipeline
KAPP has been responsible for.
The Kuwait National Development
Plan highlights infrastructure development,
sustainable diversi�ed economy and high
quality healthcare as strategic priority
areas. The government has set targets
to increase university campus capacity
by 40,000 places, to improve public
healthcare service quality by adding 8,000
beds, and to increase power produced
from renewable energy to 15% of overall
capacity by 2035.
As IJGlobal data illustrates, the
lion’s share of government spending is
focused on improving the university
facilities and the public healthcare
system capacity and service quality.
These projects, which are being publicly
funded, include expansions of operating
facilities and the development of new ones.
The government plans to complete all
healthcare facility projects by 2023.
The biggest healthcare projects in
terms of value are the Al-Sabah Hospital
Expansion and the Kuwait Children’s
Hospital. As IJGlobal data suggests,
the �ve biggest hospital expansions will
lead to a capacity increase of more than
4,000 beds.
The majority of these non-PPP
infrastructure projects under the New
Kuwait programme are under construction
and expected to reach operational stage
within �ve years.
The biggest upcoming project
not yet in construction is the Al
Shegaya energy complex, which is being
commissioned by the Kuwait Petroleum
Corporation. Its three phases are expected
to generate up to 2,700MW from
renewable sources – such as PV solar,
concentrated solar power (CSP) and wind
– by 2022.
Kuwait’s failure to procure PPPs has
never been due to a lack of ambition, and
many of the projects in its PPP pipeline
are essential to its wider economic goal of
diversifying beyond a dependence on oil
revenues. Instead an inability to streamline
procurement and approval processes, and
ultimately make projects bankable, have
held back its infrastructure programme.
Private developers and lenders will
hope the latest reinvention of KAPP will
start to address those issues.
You queue and wait
DATA ANALYSIS: Kuwait has once again restructured its PPP agency to match its infrastructure ambitions. By Miroslav Hadzhiyski.
0
1
2
3
4
5
6
7
8
9
10
0
1,000
2,000
3,000
4,000
5,000
6,000
7,000
2019 2020 2021 2022 2023
Pro
ject
cou
nt
Cap
acity
(be
ds)
Target operational start date
Project capacity Project count
Cumulative capacity of upcoming healthcare facilities
Source: IJGlobal
$582m
$9,080m
$7,526m
Renewables Education Healthcare
Kuwait National Development Plan infrastructure projects by sector
Source: IJGlobal
UAE SOLAR
87ijglobal.com Spring 2019
Initially a 200MW project, the fourth
phase of the Mohammed bin Rashid Al
Maktoum (MBR) solar park in Dubai
comprised a 700MW concentrated solar
power (CSP) unit and a 250MW solar PV
component by the time an ACWA Power-
led consortium brought the project to
�nancial close on 31 January (2019).
Phase one to fourDubai’s Electricity and Water Authority
(DEWA) has incrementally increased the
total generating capacity of the MBR
solar park. The solar park’s �rst phase
was a 13MW pilot solar PV which
began operations in 2013. A 200MW
second phase followed in March 2017,
and the 800MW third phase is due to be
commissioned in 2020.
DEWA launched an advisory
tender for a 200MW CSP project on 31
May 2016, selecting a team of KPMG
(�nancial), Ashurst (legal) and Mott
MacDonald (technical) on 25 August.
An EOI was issued on 5 October
2016, which attracted 30 responses within
three weeks. The procurer eventually pre-
quali�ed �ve consortia, issuing the RFP on
19 January 2017.
ACWA Power, with Shanghai
Electric as EPC contractor, submitted
the lowest bid at $0.0945 per kWh,
while runners-up Masdar and EDF, with
Abangoa as EPC contractor, submitted a
bid of $0.1058 per kWh.
ACWA Power also submitted an
alternative tariff of $0.073 per kWh for an
expanded 700MW project.
DEWA accepted this alternative bid
on 18 September 2017, signing a BOO
contract and a 35-year PPA with the
Saudi developer.
The project would have reached
�nancial close in 2018, but then ACWA
Power offered to add an additional
250MW of solar PV at a tariff of just
$0.024 per kWh.
FinancingThe 950MW DEWA IV had a total project
cost of Dh16 billion ($4.4 billion) at
�nancial close. Equity requirements are
said to be roughly $1.5 billion, resulting in
a debt-to-equity ratio of around 66:34.
Shareholders of the project’s SPV,
Noor Energy 1, are: DEWA (51%);
ACWA Power (24.99%); and Silk Road
Fund (24.01%).
Only the two private sector
sponsors are making equity investments,
of around $750 million each. Silk Road
Fund became a shareholder in July 2018.
Meanwhile, the roughly $3 billion
debt package consists of two tranches. A
$2.19 billion debt facility will be provided
by a group of Chinese banks comprising
mandated lead arranger ICBC along with
Agricultural Bank of China, Bank of China,
China Minsheng Bank and Silk Road Fund.
The remaining $828 million of debt
will be provided by international lenders
including Natixis, Standard Chartered and
Union National Bank.
The debt package is structured as
a 27-year soft mini-perm with pricing
starting at 200bp above Libor, before
rising sharply to 330bp after nine years to
incentivise a re�nancing.
Silk Road Fund has said it considers
the project a part of China’s Belt & Road
Initiative. China’s Shanghai Electric is the
EPC contractor, while ACWA Power’s
100% owned subsidiary NOMAC will
undertake the O&M contract.
Hybrid powerDEWA IV’s CSP and PV units will
complement each other; the CSP component
can store energy for use at night over 15
hours, while the PV can cover the rest of the
24-hour period. The PV only represents 5%
of the revenue on the project, but enables
daytime power generation.
The CSP will include a solar tower
with an installed power capacity of just
under 100MW, which at 260 metres
high is due to be the world’s tallest
when completed.
Construction on DEWA IV’s tower
began on 21 December 2018. The CSP
component will also consist of three
parabolic troughs of 200MW each which
will cover an area of 43km2.
DEWA IV will be commissioned in
stages, starting in Q4 2020.
AdvisoryDEWA was advised on the deal by KPMG,
Ashurst and Mott MacDonald. Covington
was legal adviser to ACWA Power, while
Allen & Overy advised the lenders.
DEWA solar IV, UAE
DEAL ANALYSIS: An ambitious sponsor, a long PPA and Chinese backing saw MBR’s fourth phase grow… and grow. By James Hebert.
5 October 2016
EOI issued
18 September 2018
ACWA Power awarded 700MW
31 January 2019
Financial close on 950MW
Timeline
19 Janaury 2017
Five pre-qualified for 200MW
21 December 2018
CSP tower construction begins
North America
17 JanRanchero Wind Farm
31 JanAcquisition of Emera’s New England CCGT Portfolio
25 FebAcquisition of Meritage Midstream
12 MarBearKat II Wind Farm
28 MarAcquisition of a Stake in EPIC Crude Oil Pipeline
28 FebAcquisition of Noble’s Wind Portfolio
INS
IDE
Source: IJGlobal, from 1 January 2019 to 31 March 2019
C4GT Gas-Fired Power Plant
Dallas-Houston HSR
Cedar Springs Wind Farm
Illinois State University Student Housing
Guernsey Power Station
Jackson Generation CCGT Power Plant
KCI Airport Terminal Modernization
Orleans Health Hub PPP
Funding US wells, not walls
Tłcho All-Season Road, Canada
Canada27 projects
Puerto Rico1 project
Bahamas1 project
US127 projects
United States $46.33 billion 82
Canada $2.30 billion 10
Pipeline & procurement deals Projects with recent tender updates
Transactions that reached financial close
156DEALS
Closed deals by country
Oil & Gas: $27.35 billion
Power: $13.27 billion
Renewables: $5.33 billion
Transport: $312 million
Water: $225 million
Mining: $7 million
Closed deal values by sector
89ijglobal.com Spring 2019
NORTH AMERICAN OIL & GAS
90ijglobal.com Spring 2019
The �rst couple of months of 2019 saw
substantial deals for the oil and gas
industry in North America.
Permian Basin water management
services platform Water�eld Midstream
was formed in February by Blackstone
Energy Partners-managed funds. The
New York-based fund manager also
agreed to acquire a controlling stake in
US midstream energy company Tallgrass
through its $7 billion Blackstone
Infrastructure Partners fund in a deal
worth roughly $3.3 billion.
Although marketed as an open-
ended fund with a multi-sector strategy,
Blackstone’s fund held its �rst close at
$5 billion in July 2018 and had raised
$7 billion by February (2019), most of
which was deployed through its latest oil
and gas acquisition. Blackstone’s recent
activity conforms to the general trend on
the continent – the oil and gas sector is
increasingly important for fund managers.
As demonstrated by IJInvestor data,
North America-focused funds that target
multiple sectors – including oil and gas –
raised signi�cantly more capital over 2018
($18.8 billion) compared to the previous
two years combined ($16.9 billion).
Unlisted infrastructure funds focused
exclusively on oil and gas assets in North
America, on the other hand, raised $7.2
billion at �nal close in 2018. The number
is a bit lower compared to the previous
year ($8.1 billion), but fundraising
remains stable considering the $7.7 billion
raised in 2016.
North America-focused vehicles
targeting various energy sectors including
oil and gas, which have not reached �nal
close yet, aim at collecting more than
3x the amount raised by similar funds
in 2018. The relatively large �gure is
due to the aforementioned Blackstone
Infrastructure Partners fund that has a
target size of $40 billion.
IJInvestor data suggests sustainable
growth in capital raising by oil and
gas-speci�c funds in North America, as
target value of such schemes is close to the
capital raised at �nal close during the last
three years.
EnCap Investments and Stonepeak
Infrastructure Partners are the top two oil
and gas-focused players in North America
by amount raised at �nal close. Stonepeak
committed $1 billion in equity to Dallas-
based Discovery Midstream Holdings II in
January this year (2019). The deal follows
the acquisition of Discovery Midstream
by Oklahoma-based midstream company
Williams Partners and KKR’s Global
Infrastructure Investors III in the summer
of 2018.
Excluding Omnes, which is
headquartered in France, nine of the top
10 managers of oil and gas-focused funds
are domiciled in the US. This is in line with
IJInvestor data that indicates that fund
managers have a clear preference for the
US when it comes to establishing oil and
gas funds.
Funding US wells, not walls
DATA ANALYSIS: The year started strong for the North American oil and gas sector. By Aleksandar Arsov.
3,152
3,250
3,550
4,300
4,450
5,325
5,575
5,575
10,700
13,500
Apollo Global Management
EnCap Flatrock Midstream
Kayne Anderson Capital Advisors
Carlyle Group
Quantum Energy Partners
NGP Energy Capital Management
Arclight Capital Partners
Omnes Capital
Stonepeak Infrastructure Partners
EnCap Investments
Top 10 fund managers by final size ($m)
Source: IJGlobal
12,0
40
11,1
97
5,72
8
18,8
31
66,7
48
19,7
87
7,68
5
8,05
0
7,16
8
7,40
0
0
10,000
20,000
30,000
40,000
50,000
60,000
70,000
80,000
2015 2016 2017 2018 Target value
$m
Multiple sectors (incl. oil & gas) Oil & gas
Final close (2015-18) and target size of North America-focused O&G funds
Source: IJGlobal
CANADIAN ROADS
91ijglobal.com Spring 2019
The Tłıcho All-Season Road (TASR) P3
project reached �nancial close earlier this
year. Despite being procured as a P3 with
the typical DBFOM model, there are no
banks involved, the private developers are
providing a small percentage of the equity
and a large chunk of the �nancing is being
provided by the government.
The new all-season road project
is part of the government of Northwest
Territories (GNWT) department of
transport’s efforts to make strategic
investments in the region’s transport system.
The 97km highway going from
kilometer 196 of Highway 3 to the
community of Whatì will have a 25-year
concession (excluding construction). By
replacing the southern section of the
existing winter road serving the region, the
TASR will not only provide year-round
access to Whatì but will also increase the
window of access to the communities of
Gamètì and Wekweètì.
The project also includes four major
water crossings to be developed on the
97km route with three bridges and one
major culvert.
The road will also provide access
to new areas of undeveloped mineral
resources, opening the door for industry to
unlock the region’s full economic potential.
ProcurementIn March 2017, GNWT announced
it had mandated insurance adviser
INTECH Risk Management for the
project. It was also made public that EY
and Torys were on board as �nancial and
legal advisers, respectively.
An RFQ was then issued in the
same month with a project information
session held, and bids were submitted in
May with �ve teams understood to have
responded to the RFQ.
At that time, it was understood
that the Northwest Territories’ provincial
government-owned Tłıcho Investment
Corporation would be supporting more than
one team in their proposals – something that
was con�rmed at �nancial close.
In September, the �nal shortlist was
announced to proceed to the RFP stage.
They were:
Aurora Access Partners comprising Alberta
Highway Services, BBGI CanHold, Colas
Canada, COWI North America, EGT
Northwind, Graham Capital Partners and
Graham Infrastructure, Nuna Logistics,
NWT Construction, and Tetra Tech Canada.
NAE Transportation Partners bringing
together Eiffage, Innovative Civil
Constructors, LaPrairie Works, North
American Construction Group, and
Stantec Consulting.
North Star Infrastructure consisting
of Hatch Corporation, Kiewit Canada
Development, Peter Kiewit Cons, and
Thurber Engineering.
The RFP was issued in December,
with technical submissions submitted in
September the following year (2018) and
�nancial submissions submitted shortly after.
The North Star Infrastructure (NSI)
consortium was selected as preferred
bidder in November 2018 with �nancial
close taking place just three months later
(February 2019).
Unique to the project is the
involvement of local companies and
First Nations. The winning consortium
is contractually obligated to procure a
signi�cant percentage of project resources
and labour from First Nations and/or
local Northwest Territories businesses
while also providing training over the
contract period.
FinancingThe total value of the contract with NSI
is C$411.8 million ($311.2 million) to
build and maintain the road over 28 years
(2-3 years for construction) and is split
as follows: 75% funding to be provided
by GNWT; 25% funding provided
by the Canadian government through
Infrastructure Canada; and 20% equity
ownership in NSI by the Tłıcho government
(C$16 million from the government).
Total construction cost is C$213.8
million, comprising C$184.1 million pre-
development and construction and $29.7
million GNWT costs.
After the road goes into service in
2022, the GNWT will pay the NSI team
C$10.4 million per year over the 25-year
term. Part of this payment is indexed at an
assumed 2% per year (linked to actual CPI
over the period).
Construction is expected to start
later this year with substantial completion
slated for late 2021.
Tłıcho All-Season Road, Canada
DEAL ANALYSIS: This P3 undertaking uniquely features the involvement of Northwest Territories local companies and First Nations. By Ila Patel.
20 March 2017
RFQ issued
5 December 2017
RFP issued
13 February 2019
Financial close
Timeline
13 September 2017
Three teams shortlisted
13 November 2018
PB announced
07 FebRutas del Pacifico
11 FebTropicalia Transmission Line
01 MarAcquisition of Colombian Wind Portfolio
22 MarPuerta de Hierro-Palmar de Varela Road
19 MarEl Llano Solar PV Plant
31 JanGranja Solar PV Plant
INS
IDE
Source: IJGlobal, from 1 January 2019 to 31 March 2019
Norte-Sul Railroad Estrada de Ferro 151
Mexicali-Hermosillo Transmission Line
Peru’s Broadband Network Portfolio Part I & II
Puerto Maldonado Wastewater Treatment Plant
Santana-Mocoa-Neiva 4G Toll Road
Vale Azul II Gas-Fired Power Plant
Maya Rail
Ituango Hydropower Plant
Peru gets connected
Autopista al Mar 1, ColombiaLatin America
Mexico10 projects
Chile22 projects
Peru8 projects
Others6 projectsArgentina
7 projects Brazil25 projects
Colombia11 projects
Chile $3.45 billion 7
Colombia $1.48 billion 3
Mexico $1.400 billion 3
El Salvador $800 million 1
Brazil $527 million 7
Argentina $324 million 2
Uruguay $83 million 1
Panama $50 million 1
Pipeline & procurement deals Projects with recent tender updates
Mining: $2.60 billion
Power: $1.58 billion
Transport: $1.39 billion
Renewables: $1.05 billion
Oil & Gas: $50 million
Closed deal values by sector
89DEALS
Closed deals by country
Transactions that reached financial close
93ijglobal.com Spring 2019
PERUVIAN TELECOMS
94ijglobal.com Spring 2019
Telecoms projects are on the rise across
Latin America, including Peru, where
ProInversión recently awarded six
broadband network PPP projects for a
total investment of $358 million.
The country introduced the
ambitious National Fibre Optical
Backbone Network (RDNFO) PPP
programme as a way to incentivize
operators to invest in extending their
networks into low-density areas and
challenging terrain, bringing down
high-speed internet prices and reaching
more users.
Peru’s investment fund in
telecommunications (FITEL), an entity
of the transport and communications
ministry with the goal of promoting
universal access to essential telecoms, will
help �nance the recently awarded projects.
FITEL will provide non-reimbursable
�nancing of up to $632 million.
Gaining momentumIJGlobal data shows that the number of
Peruvian broadband projects has been on
the rise since 2016.
Peru has a total of 21 regional
projects in different stages of development.
Expectations are that the expansion
of the broadband network will largely
improve services provided by state-owned
institutions on a national level in areas
that require greater social action – as is the
case in rural and remote locations.
Palpable results are expected post
2020, as IJGlobal data shows that some
in-development broadband networks are
scheduled to be completed in H1 2020.
These latest broadband tenders,
which represent an impressive pipeline of
nearly 10,000km �bre optic across some
2,300 localities, have attracted a mix of
regional and international players. Hong
Kong’s Yangtze Optical Fibre and Cable
Company teamed up with local Yachay
Telecomunicaciones to win the Áncash,
La Libertad, Arequipa and San Martín
bundle. Peruvian DHMONT, Telkom and
Bantel, meanwhile, snatched the Huánuco
and Pasco projects.
LatAm telecomsMeanwhile, Brazil is the largest single
market in the region and a benchmark
yet to be reached by Peru. The Brazilian
market boasted 28.7 million broadband
subscribers at end of 2017, with �bre optic
networks being mostly developed in the
south and central parts of the country.
The country has long been a
preferred landing point for undersea
internet cables. Stand-out projects
include the Santos-Fortaleza-Boca Raton
�bre optic broadband and the Seabras
1 Submarine �bre optic broadband –
linking New York and Sao Paulo, with an
additional landing point in Fortaleza.
Get connected
DATA ANALYSIS: Peru has turned to project �nancing to build out its �bre optic network. By Lyudmila Zlateva, Katerina Ilieva & Juliana Ennes.
21
1
3
5
Operational Construction Construction in 2014
Construction in 2017 Construction in 2018
Brazilian mobile and internet projects
Source: IJGlobal
0 2 4 6 8 10 12 14
Operational
Development
Pre-development
Projects count
Peruvian broadband projects by development stage (2016-19)
Source: IJGlobal
COLOMBIAN ROADS
95ijglobal.com Spring 2019
Colombia’s Autopista al Mar 1 project
– the largest of the 4G road programme
– reached �nancial close in last month
(March), making it the second project to
close since president Iván Duque took
power in 2018.
This has signi�cantly boosted
market con�dence that other projects in
the programme will close over the course
of 2019.
The 176km Autopista al Mar 1
will connect the city of Medellín to the
main highways in the country, including
4G road project Autopista al Mar 2 and
Conexión Pací�co 2.
The build, operate and maintain
project will improve mobility between
Medellín and other important commercial
centres, such as the Caribbean Coast
(Urabá Antioqueño) and the Paci�c
Coast (Buenaventura), with construction
including links to 12 cities plus the
metropolitan region around Medellín.
The winning concessionaire,
Desarrollo Vial al Mar (Devimar), will also:
• improve and operate the 71km existing
road between Santa Fe de Antioquia
and Bolombolo
• build and operate a second carriageway
on the 43km stretch between Medellín
and Santa Fe de Antioquia
• build one tunnel and 39 bridges.
Colombia’s national infrastructure
agency (ANI) estimates that around 2.27
million people in Antioquia will bene�t
from the project with other transactions to
reach �nancial close within the next months
– good news for market participants who
have seen the 4G programme move at a
sluggish pace since 2017.
Already under construction, the
project completed 30% of expected works
in March 2019.
The concessionaireThe Devimar team include both local
and international experience, something
that was considered critical in the
�nancing process.
The team consists of Strabag
(37.5%), Sacyr (37.5%) and Concay
(25%).
Jesús Rodríguez Robles, general
manager of Devimar, said: “To Devimar,
reaching this �nancial close means a very
important milestone. The strength of the
Autopista al Mar 1 project is re�ected in
the vote of con�dence from international
and national banks. We are very satis�ed
because with these works we are going
to bring development and well-being to
Antioquia and Colombia.”
The financingAutopista al Mar 1 closed with �nancing
totalling Ps2.23 trillion ($717.1 million).
Unusually, the project was �nanced
using dual-currency, with loans both in
Colombian pesos and US dollars.
The 15-year tenor loan included six
different tranches:
• one US dollar-denominated tranche
totalling $220 million
• four peso-denominated tranches
amounting to Ps1.34 trillion
• one URV-denominated tranche of
around Ps190 billion
“The �nancing of al Mar 1 had
some of the most interesting and novel
features ever seen in the 4G market.
It was very challenging and also very
rewarding to be a part of such a fantastic
transaction,” said Clifford Chance senior
associate Alberto Haito.
Colombian development bank
Financiera de Desarollo Nacional
(FDN) played a fundamental role in
leading the �nancing, acting as the major
lender and providing local currency to
foreign institutions.
“We still see a relevant role for
development banks in �nancing the 4G.
Despite the presence of international
institutions in al Mar 1, this shows that the
market is not completely ready for all risks
associated with the 4G programme,” an
investor close to the project told IJGlobal.
Another source close to the
deal commented that having a pool of
institutions familiar with the Colombian
market helped this deal reach �nancial close.
For Autopista al Mar 1, FDN
provided senior debt totalling $178
million. Additionally, the institution
provided credit for multilaterals,
international banks and funds in pesos
through its local currency fund – Fondeo
en Pesos – essential to get the deal across
the �nishing line.
Lenders on deal were:
• US dollar tranche – SMBC, KfW IPEX-
Autopista al Mar 1, Colombia
DEAL ANALYSIS: The largest of the 4G road projects �nally reaches �nancial close, setting a new benchmark for Colombian deals. By Juliana Ennes.
February 2014
ANI announces shortlist
September 2015
Construction contract signs
21 March 2019
Financial close
Timeline
30 June 2015
Devimar named preferred bidder
November 2017
Devimar launches financing
COLOMBIAN ROADS
96ijglobal.com Spring 2019
Bank, Société Generale
• peso tranches – IIC, IDB (with IIC as
agent acting on its behalf), FDN, ICO,
CAF
• URV tranche – BlackRock
BlackRock participated in the
�nancing through its debt fund Fond de
Capital Privado Deuda Infraestructura
Colombia, under the structure of
BlackRock Infrastructure Management I.
Devimar launched the �nancing for
the road in November 2017. IJGlobal
reported at the time that SMBC was
�nancial adviser to the sponsors.
Legal advisers on the �nancing
included: Clifford Chance, to the lenders
(international); Binder Grösswang
Rechtsanwälte, to the lenders (Austrian);
Philippi Prietocarrizosa Ferrero DU &
Uría, to BlackRock; Brigard Urrutia, to
the lenders (local); Paul Hastings, to the
obligors and sponsors (international);
Katten Muchin Rosenman UK, to the
obligors regarding the hedges; and
Godoy & Hoyos, to the sponsors (local).
ConclusionThe use of dual-currency �nancing,
facilitated by FDN set the benchmark for
what can be achieved in Colombia.
This road project will also likely
open doors for other international players
who have long watched the market with
interest from afar but been hesitant
because of various risks associated with
�nancing in local currency.
Key to ensuring deals stay on track
will be the involvement of developments
banks. Having international sponsors also
helped attract the likes of Société Générale
and KfW IPEX-Bank, new entrants to
Colombia’s 4G road programme.
The next projects expected to reach
�nancial close include:
• Puerta de Hierro
• Rumichaca-Pasto
• Vias del Nus
• Mar 2
• Pamplona-Cucuta
Clifford Chance’s senior associate
Alberto Haito told IJGlobal that he
believes the 4G programme will get more
active in 2019: “This year looks promising
for some of the 4G projects going to
international markets. We believe that
in the short term we should see a couple
more projects closing.”
Finally, the road programme seems
to be starting to gain momentum.
“To Devimar, reaching this �nancial
close means a very important milestone. The strength of the Autopista al Mar 1
project is re�ected in the vote of con�dence
from international and national banks”
Asia Pacific Pipeline & procurement deals
INS
IDE
Source: IJGlobal, from 1 January 2019 to 31 March 2019
Countries with highest closed deal values
Australia22 projects
Bangladesh10 projects
India23 projects
Myanmar22 projects
Others50 projects
Pakistan9 projects
Japan7 projects
Philippines9 projects
Acquisition of Glow Energy
NSW Regional Rail, Australia
Projects with recent tender updates
Van Phong 1 Coal-Fired Power Plant
West Bengal Turga Hydro Power Plant
Yangon Inner Ring Expressway
Talimarjan CCGT Phase II
Melbourne’s North & South Arterial Roads
Mandalay-Muse Rail
Khavda PV Solar Park
Java 9 & 10 Coal-Fired Power Plants
22 JanFiji Hospital Portfolio Refurbishment
Transactions that reached financial close
152DEALS
India $3.89 billion 9Philippines $3.38 billion 4Japan $2.75 billion 11Australia $963 million 9South Korea $808 million 2Indonesia $775 million 1New Zealand $300 million 1Sri Lanka $270 million 1Laos $189 million 1Fiji Islands $162 million 1Malaysia $90 million 1Taiwan, Hong Kong $28 million 1Mongolia $19 million 1
Transport: $6.91 billion
Power: $5.09 billion
Renewables: $1.02 billion
Social & Defence: $308 million
Closed deal values by sector
27 FebYokosuka Coal-Fired Power Plant
11 MarColombo LRT
11 FebMindanao Roads Upgrade
14 MarNam Ngum 2 Hydropower Bond Facility
14 MarAusa-Chakur-Loha-Waranga Road Expansion
C82 M44 Y22 K6
97ijglobal.com Spring 2019
THAILAND POWER M&A
98ijglobal.com Spring 2019
Global Power Synergy (GPSC) late last
month submitted a tender offer for the
remaining shares of Glow Energy, one of
Thailand’s largest IPPs, having completed
an SPA with Engie to acquire its 69.11%
stake in the company.
“It is the �rst time in Thailand’s
M&A history,” said an adviser, “where an
anti-trust regulator blocked a transaction
on the ground of non-competitive effect.”
TransactionThe Bt137.23 billion ($4.332 billion) all-
in transaction involved three components:
GPSC’s Bt93 billion deal with Engie;
GPSC’s Bt40.926 billion tender offer for
the remaining shares; and Glow’s Bt3.3
billion sale of its main plant to B Grimm
to meet a regulatory remedial requirement
Engie announced the SPA with GPSC
for the sale of its interest in Glow in June
2018. The offer price was Bt96.50 for each
of the 1,010,976,033 shares, translating to
a Bt97.559 billion transaction.
The �nal SPA reduced the price to
Bt91.9906 per share, meaning the �nal
deal was Bt93 billion due to the removal
of a key asset.
GPSC’s tender offer for the
remaining 451,889,002 shares of Glow
(30.89%) had an initial price equal to
that in the SPA. However, the Glow board
approved 18 March a remaining Bt1.177
per share dividend to shareholders.
The net tender offer price was Bt90.57
per share, meaning the offer totalled
Bt40.926 billion.
Some three months after the
parties agreed on the original SPA, Korn
Chatikavanij, a former �nance minister,
asked Prime Minister Prayuth Chan-ocha to
request that the ERC review the transaction.
The regulatory watchdog surprised the
parties when it subsequently blocked the
deal in October 2018.
Post-transaction GPSC would
control 80% of Map Ta Phut Industrial
Estate’s PPPAs, with PEA handling a �fth.
ERC insisted the deal would give GPSC
effective monopoly control of Map Ta
Phut’s PPPAs.
“GPSC, Engie, and the advisers
worked together to identify the assets
located in the overlapping area to propose
to the regulator,” said the adviser when
asked whose team �rst broached the
sale of SPP1 – Glow’s main power plant
in the industrial estate. The transaction
was back on track when ERC ruled in
late December the parties could solve the
problem by selling the cogeneration plant.
A competitive bidding process
quickly launched in January (2019),
culminating in the 22 February
announcement that B Grimm Power had
agreed to purchase SPP1 for Bt3.3 billion.
That sale closed on 13 March.
Acquisition financing GPSC’s acquisition �nance target
combines short-term capital increase
(52%) with long-term debenture issuance
(48%). The Thai company is relying on
short-term bridging loans from private
banks and its two major shareholders
PTT Global Chemical (PTTGC) (22.73%
interest in GPSC) and PTT (22.58%). PTT
holds 48.79% in PTTGC.
A part of the acquisition �nancing is
a syndicated loan understood to be slightly
under Bt100 billion from four Thai
banks: Bank of Ayudhya (Krungsri); Siam
Commercial Bank (SCB); Kiatnakin Bank;
and Krungthai Bank (KTB).
GPSC is paying for the tendered
shares from a one-year credit facility line
of no more than Bt41.5 billion from SCB
and KTB. KTB is also providing a Bt3
billion loan, out of a Bt3.5 billion credit
line agreed in May 2018.
GPSC’s major shareholders are
providing no more than Bt35 billion,
with PTTGC’s contribution capped at
Bt8 billion. Debt restructuring will entail
re�nancing from short to long-dated
debenture issue anticipated to be no more
than Bt68.5 billion.
Advisers Advisers on the transaction included: Bank
of America (Engie’s �nancial); Citi (Engie’s
�nancial); HSBC (Engie’s �nancial);
Allen & Overy (Engie’s legal); Phatra
Securities (GPSC’s �nancial adviser);
Siam Commercial Bank (GPSC’s �nancial
adviser); AvantGarde Capital (Glow
buyer’s independent �nancial); Weerawong
C&P (Glow buyer’s legal); Norton Rose
Fulbright (lenders’ legal); Chandler MHM
(B Grimm’s legal on SPP1); and Hunton &
Williams (Glow’s legal on SPP1).
Acquisition of Glow Energy
DEAL ANALYSIS: Global Power Synergy had to forgo Glow Energy’s trophy asset to �nally push through its deal with Engie. By David Doré.
20 June 2018
Engie and GPSC agree Glow Energy deal
22 February 2019
Glow Energy agrees SPA with B Grimm Power
22 March 2019
GPSC submits tender for remaining shares
Timeline
October 2018
ERC blocks the deal
13 March 2019
B Grimm Power closes on acquisition of SPP1
AUSTRALIAN RAIL
99ijglobal.com Spring 2019
The Momentum Trains consortium
achieved �nancial close on 15 February
for the Regional Rail PPP in New South
Wales, with a group of international
banks providing debt with a novel
amortisation schedule, while the NSW
government has given itself the option
to terminate or extend the O&M
concession at year 15.
The deal continues innovation for
Australian project �nance, which since
the �nancial crisis had been dominated
by mini-perms and the big four
Australian banks.
The PPP concession involves the
design, build, �nancing and maintenance
of a new �eet of 117 rail cars and a new
maintenance depot in Dubbo, in order
to replace the ageing 110-passenger car
NSW XPT, XPLORER and Endeavour
regional �eet.
Keeping its options openThe last Australian rolling stock PPP
procurement was the High Capacity
Metro Trains (HCTM) in Victoria, which
reached �nancial close in November 2016.
But while this project was a standard
35-years plus construction availability
payments DBFM concession, the RFP
issued to three shortlisted bidder consortia
for the Regional Rail PPP in December
2017 called for a different structure.
The state government has given
itself increased optionality in a key aspect.
At the end of the 15-year O&M
concession period, the grantor may end
the concession and make a large expiry
payment to the project company to
reimburse all its outstanding debt.
Alternatively, the grantor enjoys
the discretion to extend the concession
(in �ve-year increments out to 35 years) if
that offers better value than returning the
project to the market at the time.
The state has gained �exibility on
the concession term and the structure may
appear on new PPPs, sources involved say
– and not just for rolling stock.
The debt structure in this project
rose to the challenge. The senior term loan,
from an entirely international bank club,
was structured on a 35-year amortisation
curve, though with a seven-year maturity.
This serves to lower the bidder’s net
present value, albeit creditors had
some concerns around the limited debt
amortisation to get comfortable with.
As a more standard aspect of
PPPs for rolling stock, meanwhile, the
government will be able request more than
the order of 117 new carriages from the
train manufacturer.
The �rst trains should be delivered
from 2023.
David Donnelly, partner at
Allens, says: “It has become standard
in Australian rolling stock PPPs for the
state governments to seek an option
allowing them the �exibility to order more
trains. For ef�ciency the option trigger
date is usually around the end of the
manufacturing slot for the original �eet as
the manufacturer is already running the
speci�c con�guration on the line.
Typically, it is a unilateral option, so
very favourable for the government, who
can order trains outside the concession or
through the option. We have seen these
options actually starting to be exercised.
For example as part of the Gold Coast
Light Rail Stage 2, additional rolling stock
was procured through the Stage 1 option.”
The tenderAfter the December 2017 RFP to
three shortlisted bidder consortia, the
procurement process continued through
toward the �nal bid deadline of late June
(2018), though the three-strong shortlist
did suffer a drop out in May.
Bombardier and Itochu’s
consortium advised by Macquarie Capital
exited, IJGlobal heard due to a change in
Bombardier’s global strategy.
That left two teams:
Momentum Trains, comprising
Construcciones y Auxiliar de Ferrocarriles
(CAF), Paci�c Partnerships, DIF and UGL,
and advised by MUFG Bank.
Regional Futures consortium
bringing together Downer, Plenary and
CRRC, and advised by Plenary.
The financingThe NSW government allocated a total
budget of A$2.8 billion ($1.99 billion) for
the project, based on a stated capital cost
of A$1.26 billion.
Momentum Trains signed the
concession agreement on 14 February
(2019) and reached �nancial close the
following day (15 February).
The leverage is between 85% and
90%, sources say. The sponsors’ equity
commitment is around A$114 million,
IJGlobal understands.
The state government has been able
to keep its availability payments per month
NSW Regional Rail, Australia
DEAL ANALYSIS: The innovative debt structure makes this deal a path�nder PPP in the Australian infrastructure market. By Alexandra Dockreay.
The state has gained �exibility on the
concession term and the structure may
appear on new PPPs – and not just for
rolling stock
AUSTRALIAN RAIL
100ijglobal.com Spring 2019
at a similar size to a much longer concession.
To accommodate �nancial
adviser MUFG, Momentum Trains has
structured debt with 35-year notional
amortisation period.
Debt is split between: A$1.025
billion senior term loan, with a seven-year
maturity, priced at a �xed margin of 150-
200bp above BBSY; and A$29 million debt
service reserve facility.
MUFG Bank provided the largest
ticket, with the other lenders including
CaixaBank, HSBC, Korea Development
Bank and Société Générale.
Banks started a syndication in
late February.
Equity repays before debtThe innovative debt structure may make
this a path�nder PPP for the infrastructure
market in Australia.
Firstly, the seven-year tenor is
assuming a re�nancing will take place
to get the debt out to the end of the
15-year operations. Meanwhile the debt
amortisation schedule is based on a curve
out to 35 years of operations.
The government, if it chooses to
wrap up the concession after 15 years,
would make a very signi�cant payment
on this occasion as its expiry payment,
to cover the reimbursement of all the
principal outstanding on the debt which
would feasibly be more than half the
A$1 billion.
This heavy reliance on the one-off
expiry payment to repay their debt puts
creditors ill at ease. The public sector
could make deductions if the condition
of the trains is not up to muster. And as
much as terms tightening the ability of the
state to make deductions was somewhat
reassuring to lenders, more stringent
contract modi�cations were needed.
Particularly raising creditors’
nerves was the disparity with the equity
repayment schedule, by which all equity
principal and the associated returns
would be repaid by the end of the 15-year
minimum operating period.
There is a lock-up to keep equity
distributions in the project company for
the 12-months leading up to that point.
Meanwhile, as is customary for
PPPs, independent certi�ers will make
an assessment of the �eet two or three
years out from the handback, assessing
any defects and devising a programme of
remedies for the train subcontractors to
address beforehand. The responsibility
to put up a bond for the state to hold of
around 120% of the value of outstanding
works is passed down from the project
company through to the subcontractor.
This will serve as a buffer, designed to avoid
deductions from the expiry payment.
Momentum TrainsThe Momentum Trains consortium’s equity
investor split is roughly: Paci�c Partnerships
(48%); CAF Investment Projects (26%);
and DIF Infrastructure V (26%).
Donnelly of Allens says: “For
CAF, this is their �rst time as an equity
participant in an Australian rolling
stock PPP. There has been a global trend
towards manufacturers investing equity,
for better alignment during delivery…”
Spain-based CAF will manufacture
the train �eet.
Meanwhile, Paci�c Partnerships’
parent – the CIMIC Group – has
subsidiary UGL on the project as the
contractor for the operation of the trains
and maintenance of the depot, and
another subsidiary CPB Contractors sub-
contracted to design and construct the
depot alongside CAF.
The project has procured 117
carriages (29 trains) which will be CAF
diesel/electric hybrids featuring reversible
seats, window blinds, charging points and
better overhead storage.
They will form 10 regional intercity
trains, nine short regional trains and 10
long regional trains.
NSW Minister for Transport and
Infrastructure Andrew Constance says:
“Building the new maintenance facility
in Dubbo is a major boost for regional
economies. Some 200 jobs will be created
during the construction phase, around
60 jobs during train completion works,
and around 50 permanent jobs during
ongoing operations, including a number of
apprenticeships and traineeships.”
AdvisersThe team advising Momentum Trains
on the deal included MUFG Bank
(�nancial adviser), Herbert Smith
Freehills (legal adviser), Advision
(technical adviser), KPMG (tax adviser)
and Aon (insurance adviser).
Meanwhile, Allens acted as legal
adviser to CAF Investment Projects,
DLA Piper advised Transport for NSW
and the lenders were advised by King &
Wood Mallesons.
December 2017
RFP issued
14 February 2019
Concession agreement signed
2023
Delivery of new trains starts
Timeline
June 2018
Final bids due
15 February 2019
Financial close
“It has become standard in Australian rolling stock PPPs for the state governments
to seek an option allowing them the �exibility to order
more trains.”